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Progress Software (Nasdaq: PRGS) plans $400M Domo AI data platform deal

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Progress Software Corporation agreed to acquire Domo, Inc.’s AI and Data Platform Business under an Asset Purchase Agreement for an aggregate purchase price of approximately $400M, structured as an asset purchase of substantially all assets and employees and assumption of certain liabilities.

The purchase price will be funded with cash and borrowings under Progress’ existing $1.5B revolving credit facility. A transaction overview cites an effective purchase price of $355M after expected tax benefits, minimum closing cash of $25M and transaction expenses, with no financing condition and pro forma net leverage expected to remain below 3.0X.

Closing is targeted for fiscal fourth quarter 2026, subject to antitrust clearance and other customary conditions; a voting and support agreement from Domo’s controlling stockholder provides the necessary stockholder approval. Domo brings about 2,400 customers, over 1,000 API connectors and TTM revenue of roughly $318M, expanding Progress’ data and AI platform as part of its Total Growth Strategy. Progress also anticipates third-quarter 2026 revenue and non-GAAP EPS will be within or above the high end of previously issued guidance.

Positive

  • Progress agrees to acquire Domo’s AI and Data Platform Business for $400M, in an asset deal that adds substantial AI, analytics and data-governance capabilities to its portfolio.
  • Domo contributes TTM revenue of ~$318M alongside Progress’ FY2025 revenue of $753M, illustrating the meaningful scale of the acquired business relative to the existing company.
  • Pro forma net leverage is expected to remain below 3.0X, with funding from cash and a $1.5B revolver and an explicit plan to de-lever aggressively after closing.
  • Progress anticipates fiscal Q3 2026 revenue and non-GAAP EPS will be within or above the high end of guidance given June 30, 2026, reaffirming near-term performance expectations.

Negative

  • None.

Filing Explained

Domo remains a public company while Progress would acquire its operating assets; the $400 million transaction still requires closing conditions.

On July 22, 2026, Progress signed but has not closed an asset purchase agreement: substantially all of Domo’s business assets and employees would transfer, while Progress assumes only certain liabilities and not Domo’s public company itself.

The investor presentation says Domo, Inc. will remain publicly listed under a new name and ticker after closing, making this a business-asset transfer rather than an acquisition of Domo’s public-company shares.

The agreement excludes Domo’s net operating loss carryforwards and adjusts the approximately $400 million price for cash below $25 million and certain indebtedness still unpaid at closing.

Completion remains tied to antitrust waiting-period clearance, an SEC information statement and written consent from Domo stockholders holding sufficient voting power; after that consent, the filing says no further stockholder approval is required.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Headline purchase price $400M Aggregate purchase price for Domo’s AI and Data Platform Business
Effective purchase price $355M Headline price adjusted for expected tax benefits, net cash at close and transaction expenses
Revolving credit facility $1.5B Existing revolver that, with cash, will fund the acquisition
Pro forma net leverage below 3.0X Expected net leverage ratio after financing the Domo acquisition
Minimum closing cash $25M Minimum cash level at closing used in the downward purchase price adjustment
Domo TTM revenue ~$318M Trailing-twelve-month revenue for Domo as of April 2026
Progress FY2025 revenue $753M Non-GAAP revenue for Progress’ fiscal year 2025 in Total Growth Strategy slide
FY2026 expected revenue ~$1B Based on midpoint of Progress guidance updated on June 30, 2026
Asset Purchase Agreement regulatory
"entered into an Asset Purchase Agreement with Domo, Inc."
An asset purchase agreement is a legal contract in which a buyer agrees to buy specific assets and contracts of a business rather than buying the company’s stock or ownership. It matters to investors because it determines exactly what is being bought and what liabilities stay behind — like buying the furniture and equipment from a store but not the building or past debts — which affects the deal’s value, taxes and future risk exposure.
Hart-Scott Rodino Antitrust Improvements Act of 1976 regulatory
"expiration or termination of the applicable waiting period under the Hart-Scott Rodino Antitrust Improvements Act of 1976"
A U.S. law that requires companies planning large mergers or acquisitions to notify federal antitrust regulators and observe a waiting period so authorities can review the deal for competition concerns. Think of it like asking a neighborhood committee for permission and time to check before two households combine: the review can delay, modify, or block a transaction, so investors watch HSR filings closely because they affect deal timing, completion risk, and potential value changes.
pro forma net leverage ratio financial
"No material impact to pro forma net leverage ratio, expected to remain below 3.0X"
Total Growth Strategy financial
"another example of the continued execution of Progress’ Total Growth Strategy"
non-GAAP financial measures financial
"This press release contains certain non-GAAP financial measures, including revenue, ARR, and pro forma net leverage"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
Guidance

Progress anticipates revenue and non-GAAP earnings per share for its fiscal third quarter of 2026 will be within or above the high end of previously issued guidance provided on June 30, 2026.

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

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FAQ

What is Progress Software (PRGS) acquiring from Domo and for how much?

Progress Software is acquiring Domo’s AI and Data Platform Business, including substantially all related assets and employees, for an aggregate purchase price of approximately $400M. The deal is structured as an asset purchase with Progress assuming only certain specified liabilities.

How will Progress Software (PRGS) finance the Domo AI and data acquisition?

Progress plans to finance the acquisition with a combination of cash and borrowings under its existing $1.5B revolving credit facility. The company expects pro forma net leverage to remain below 3.0X and states there is no financing condition to closing.

When is the Domo AI and Data Platform Business deal expected to close for PRGS?

Closing is currently expected in Progress’ fiscal fourth quarter 2026, within the fiscal year ending November 30, 2026. Completion depends on expiration or termination of the Hart-Scott-Rodino waiting period and other customary closing conditions.

What scale and customers does Domo add to Progress Software (PRGS)?

Domo adds a base of over 2,400 customers, more than 1,000 API connectors and trailing-twelve-month revenue of about $318M. The Domo brand and marks transfer to Progress, while Domo, Inc. remains a publicly listed company under a new name and ticker.

How does the Domo acquisition fit Progress Software’s (PRGS) strategy and leverage plans?

The transaction is described as another example of Progress’ Total Growth Strategy, significantly expanding its data and AI platform capabilities. Management expects pro forma net leverage to stay below 3.0X and plans to de-lever aggressively after the deal closes.

Did Progress Software (PRGS) change or reaffirm guidance with this announcement?

Progress states it anticipates fiscal third-quarter 2026 revenue and non-GAAP EPS will be within or above the high end of guidance issued on June 30, 2026. Detailed results will be discussed on a conference call scheduled for September 30, 2026.
false 0000876167 PROGRESS SOFTWARE CORP /MA 0000876167 2026-07-22 2026-07-22 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

July 22, 2026

Date of Report (Date of earliest event reported)

____________________

Progress Software Corporation 

PROGRESS SOFTWARE CORP /MA

(Exact name of registrant as specified in its charter)

 

Delaware 0-19417 04-2746201
(State or other jurisdiction of incorporation or organization) (Commission file number) (I.R.S. Employer Identification No.)

 

15 Wayside Road, Suite 400

Burlington, Massachusetts 01803

(Address of principal executive offices, including zip code)

 

(781) 280-4000

(Registrant’s telephone number, including area code)

Not applicable

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

 

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

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

 

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

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value per share PRGS The Nasdaq Stock Market LLC

 

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 1.01. Entry into a Material Definitive Agreement.

 

On July 22, 2026, Progress Software Corporation (“Progress”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Domo, Inc., a Delaware corporation (the “Seller”), pursuant to which Progress has agreed to acquire substantially all of the assets and employees, excluding the Seller’s net operating loss carryforwards, and assume certain liabilities of the Seller used in the operation of its business of providing software platforms, applications, tools and related technologies for business intelligence, data visualization, reporting and dashboarding, data integration and analytics, embedded and distributed analytics, workflow and process automation, AI-powered data products and AI agents, and data governance and data management, in each case delivered on a cloud-based, hosted, on premises or hybrid basis to enterprise, commercial and governmental customers (the “AI and Data Platform Business”). The transactions contemplated by the Purchase Agreement are collectively referred to as the “Transaction”.

 

At the closing of the Transaction (the “Closing”), Progress will acquire the AI and Data Platform Business for an aggregate purchase price of approximately $400 million, subject to (i) a downward adjustment equal to the amount by which the cash acquired by Progress at Closing is less than $25 million and (ii) an adjustment for indebtedness of the AI and Data Platform Business or the purchased assets that remains outstanding and is not repaid at or prior to the Closing (the “Purchase Price”). The Purchase Price will be paid for with a combination of cash and an existing revolving credit facility.

 

Each of Progress and the Seller have made customary representations, warranties and covenants in connection with the Transaction. The obligations of Progress and the Seller to consummate the Transaction are subject to the satisfaction or waiver of certain customary conditions, including, among other things, the expiration or termination of the applicable waiting period under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended, and the filing with the SEC of an information statement relating to the approval of the Transaction by a requisite majority of stockholders of the Seller. There is no financing condition to consummate the Transaction. The Purchase Agreement also provides each of Progress and the Seller with customary termination rights.

 

The Purchase Agreement contains representations and warranties that the parties made to each other as of specific dates. The assertions embodied in those representations and warranties were made solely for purposes of the Purchase Agreement and may be subject to important qualifications and limitations agreed to by the parties in connection with negotiating the terms of the Purchase Agreement. In addition, such representations and warranties: (i) may not be accurate or complete as of any specified date; (ii) are modified and qualified in important part by the underlying disclosure schedules; (iii) may be subject to a contractual standard of materiality different from those generally applicable to investors; or (iv) may have been used for the purpose of allocating risk among the parties to the Purchase Agreement, rather than establishing matters as facts. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Purchase Agreement, which subsequent information may or may not be fully reflected in Progress’s public disclosures. For the foregoing reasons, the representations and warranties should not be relied upon as statements of factual information.

 

The foregoing descriptions of the Purchase Agreement and the Transaction do not purport to be complete and are qualified in their entirety by reference to the Purchase Agreement, a copy of which is filed with this Current Report on Form 8-K as Exhibit 2.1 and is incorporated herein by reference.

 

Voting and Support Agreement

 

Concurrently with the execution and delivery of the Purchase Agreement, Progress entered into a Voting and Support Agreement (the “Support Agreement”) with stockholders of the Seller holding sufficient voting power to approve the Transaction under applicable law and the Seller's organizational documents, pursuant to which such stockholders agreed, among other things, to execute and deliver a written consent approving and adopting the Purchase Agreement and the Transaction and to comply with certain transfer and other restrictions with respect to their shares of the Seller’s common stock, in each case subject to the terms and conditions of the Support Agreement. Following delivery of such written consent, no further approval of the Seller’s stockholders is required to approve the Transaction.

 

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On July 22, 2026, Progress issued a press release (the “Press Release”) which provided an update on its previously issued guidance for the third fiscal quarter of 2026. The Press Release is being furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

The information set forth in or incorporated by reference into this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 7.01. Regulation FD Disclosure.

 

The Press Release also announced the execution of the Purchase Agreement. The Press Release is being furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

Furnished herewith as Exhibit 99.2 and incorporated into this Item 7.01 by reference is an investor presentation that will be used by Progress in connection with an investor call taking place on July 22, 2026, at 5:00 p.m. Eastern time. An audio recording of the investor call and a copy of the investor presentation will be made available on the Investor Relations page of Progress’ website.

 

The information set forth in or incorporated by reference into this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Note Regarding Forward-Looking Statements

 

This Current Report on Form 8-K contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Progress has identified some of these forward-looking statements with words like “believe,” “may,” “could,” “would,” “might,” “should,” “expect,” “intend,” “plan,” “target,” “anticipate” and “continue,” the negative of these words, other terms of similar meaning or the use of future dates. Forward-looking statements in this Current Report include, but are not limited to, statements regarding Progress’ ability to consummate the Transaction. Risks, uncertainties and other important factors that could cause actual results to differ from those expressed or implied in the forward looking statements include: Progress’ ability to close the Transaction, the expected time of closing or the expected benefits therefrom; uncertainties as to the effects of disruption from the acquisition of the AI and Data Platform Business making it more difficult to maintain relationships with employees, licensees, other business partners or governmental entities; other business effects, including the effects of industry, economic or political conditions outside of Progress’ or the Seller’s control; transaction costs; actual or contingent liabilities; uncertainties as to whether anticipated synergies or tax benefits will be realized; and uncertainties as to whether the AI and Data Platform Business will be successfully integrated with Progress' business. For further information regarding risks and uncertainties associated with Progress' business, please refer to Progress' filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended November 30, 2025, and its Quarterly Reports on Form 10-Q for the fiscal quarters ended February 28, 2026 and May 31, 2026. Progress undertakes no obligation to update any forward-looking statements, which speak only as of the date of this Current Report on Form 8-K.

 

 

 

 

Item 9.01. Financial Statements and Exhibits.

 

(d)    Exhibits.

 

Exhibit No.

 

Description

2.1

  Asset Purchase Agreement, dated as of July 22, 2026, by and between Domo, Inc., a Delaware corporation and Progress Software Corporation*

99.1

  Press Release, dated July 22, 2026

99.2

  Investor Presentation, dated July 22, 2026

104

  Cover Page Interactive Data file (embedded within the Inline XBRL document)

 

* The schedules to the Purchase Agreement have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. Registrant will furnish copies of such schedules to the Securities and Exchange Commission upon request by the Commission.

 

 

 

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.

     
  Progress Software Corporation
Date: July 22, 2026    
  By: /s/ YUFAN STEPHANIE WANG
     YuFan Stephanie Wang
    Chief Legal Officer and Corporate Secretary

 

 

 

Exhibit 99.1

 

Progress Software to Acquire Domo’s AI and Data Platform Business 

Acquisition further strengthens the capabilities of Progress data platform offerings to provide organizations the context and control to securely turn fragmented enterprise knowledge into governed, AI-ready intelligence—improving accuracy, speed and cost.

 

BURLINGTON, Mass., July 22, 2026Progress Software (Nasdaq: PRGS), an AI infrastructure software leader, today announced that it entered into an agreement to acquire substantially all of the assets and assume certain liabilities of Domo, including its AI and data products platform.

The acquisition aligns with Progress’ strategy to deliver the context and control for AI so customers can achieve their business goals with confidence. Domo’s agentic platform for the intelligent enterprise complements and significantly broadens Progress’ data platform offerings, creating powerful synergies to deliver innovative, secure and scalable AI data readiness solutions worldwide.

“Effective AI starts with accurate, trusted data and content to provide the context for accurate and verifiable outcomes,” said Yogesh Gupta, CEO of Progress Software. “Domo is a leading AI and data platform that enables businesses to access, integrate and leverage their data at scale. Domo’s product capabilities, coupled with their team’s expertise in cloud architectures and analytics, are highly complementary to our expanding Progress data platform capabilities that significantly improve the security, governance and cost of our customers’ AI initiatives.”

Domo will add a customer base of over 2,400 businesses, as well as a global and strategic ecosystem of cloud data warehouse technology partnerships.

“We have built Domo around the simple idea that trusted data should help people make better decisions and take action,” said Josh James, founder and CEO of Domo. “The addition of our product capabilities to the Progress data platform will give customers a stronger foundation for building AI that understands their business, works from governed data and can be trusted to support meaningful decisions.”

 

 

 

The proposed acquisition of Domo’s AI and data platform business is another example of the continued execution of Progress’ Total Growth Strategy. Progress continues to maintain financial discipline while seeking to acquire strong businesses with products that complement its existing AI solutions portfolio, include a robust customer base with strong retention rates and solid recurring revenue, and align with its company culture.

Reiterating Guidance

Based on currently available information, Progress anticipates revenue and non-GAAP earnings per share for its fiscal third quarter will be within or above the high end of previously issued guidance provided on June 30, 2026. The company will discuss full financial results of its third quarter on a conference call on September 30, 2026.

Transaction Details

The transaction is structured as an asset purchase where Progress intends to acquire substantially all of the assets and assume certain liabilities of Domo for a cash purchase price of $400 million. The acquisition is currently expected to close within Progress’ fiscal year, ending November 30, 2026, subject to obtaining regulatory approvals and the satisfaction of other customary closing conditions as set forth in the definitive agreement.

Progress expects to finance the transaction with a combination of cash and Progress’ existing revolving credit facility.

Conference Call

Progress will host a conference call to review details of the transaction at 5 p.m. EDT today, Wednesday, July 22, 2026. A live webcast of the call will be available using this link. To access the conference call by phone, please use this link to retrieve dial-in details. Attendees must register for the conference call and an archived version and support materials will be available on the Progress Investor Relations webpage shortly after the conference call concludes.

Advisors

Citi is serving as the exclusive financial advisor for Progress on this transaction, and DLA Piper LLP (US) is serving as Progress’ legal counsel. Jefferies LLC is serving as the exclusive financial advisor to Domo, and Goodwin Procter LLP is serving as legal counsel.

 

 

 

About Progress Software

Progress Software (Nasdaq: PRGS) provides the context and control organizations need to reliably extract value from AI — context drawn from an organization’s data, content and workflows, and control over the security, governance and cost of their AI initiatives. Learn how hundreds of thousands of businesses, powering the work of tens of millions of professionals worldwide, realize value from trusted, enterprise-ready AI at www.progress.com.

 

About Domo

Domo (Nasdaq: DOMO) is an AI and Data Products platform that helps companies of all sizes leverage data and AI to drive value in today’s data-driven world. Built around our customers’ preferred data foundation, powered by our award-winning Domo.AI solution, and enriched with our partner ecosystem, the Domo platform enables users to prepare, visualize, automate, distribute, and build end-to-end data products that provide solutions across the entire data journey. From hydrating your data foundation, to building fully embedded applications that can be shared with your employees and customers, to deploying AI models across a variety of providers, Domo gives users the ability to build data products that generate measurable value for the business.

Note Regarding Forward-Looking Statements

This press release contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Progress has identified some of these forward-looking statements with words like “believe,” “may,” “could,” “would,” “might,” “should,” “expect,” “intend,” “plan,” “target,” “anticipate” and “continue,” the negative of these words, other terms of similar meaning or the use of future dates. Risks, uncertainties and other important factors that could cause actual results to differ from those expressed or implied in the forward-looking statements include: Progress’ ability to close the proposed transaction, the expected time of closing or the expected benefits therefore; uncertainties as to the effects of disruption from the acquisition of Domo making it more difficult to maintain relationships with employees, licensees, other business partners or governmental entities; other business effects, including the effects of industry, economic or political conditions outside of Progress’ control; transaction costs; actual or contingent liabilities; uncertainties as to whether anticipated synergies or tax benefits will be realized; and uncertainties as to whether Domo’s business will be successfully integrated with Progress’ business. For further information regarding risks and uncertainties associated with Progress’ business, please refer to Progress’ filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended November 30, 2025. Progress undertakes no obligation to update any forward-looking statements, which speak only as of the date of this press release.

 

 

 

Non-GAAP Financial Information

 

This press release contains certain non-GAAP financial measures. These measures are provided solely as supplemental information and are not intended to be considered in isolation or as a substitute for the comparable GAAP measures; these measures reflect assumptions and expected synergies from the transaction and are subject to risks and uncertainties. Progress is unable to provide a reconciliation of the projected non-GAAP measures provided herein to the relevant projected GAAP measures without unreasonable effort because certain items necessary to calculate such GAAP measures are inherently uncertain and dependent on future events.

 

# # #

 

Progress is a trademark or registered trademark of Progress Software Corporation and/or its subsidiaries or affiliates in the U.S. and other countries. Any other names contained herein may be trademarks of their respective owners.

 

 

Press Contact:
Jeff Young
VP, Corporate Communications
Progress Software
+1 781-280-4000
pr@progress.com
Investor Relations:
Mike Micciche
SVP, Investor Relations
Progress Software
+1 781-280-4000
Investor-relations@progress.com

 

 

 

 

 

 

 

 

Exhibit 99.2

 

July 22, 2026 Progress Software to Acquire Domo’s AI and Data Platform Business Supplemental Information

 
 

2 © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Note Regarding Forward - Looking Statements This slide presentation contains statements that are “forward - looking statements” within the meaning of Section 27A of the Secur ities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Progress has identified some of these forward - looking statements with wo rds like “believe,” “may,” “could,” “would,” “might,” “should,” “expect,” “intend,” “plan,” “target,” “anticipate” and “continue,” the negative of these words, other term s o f similar meaning or the use of future dates. Risks, uncertainties and other important factors that could cause actual results to differ from those expressed or implied in the fo rwa rd looking statements include: Progress’ ability to close the proposed transaction, the expected time of closing or the expected benefits therefore; uncertainties as to the effe cts of disruption from the acquisition of Domo making it more difficult to maintain relationships with employees, licensees, other business partners or governmental entitie s; other business effects, including the effects of industry, economic or political conditions outside of Progress’ or Domo’s control; transaction costs; actual or contingent li abi lities; uncertainties as to whether anticipated synergies or tax benefits will be realized; and uncertainties as to whether Domo’s business will be successfully integrated w ith Progress' business. For further information regarding risks and uncertainties associated with Progress' business, please refer to Progress' filings with the Securities a nd Exchange Commission, including its Annual Report on Form 10 - K for the fiscal year ended November 30, 2025. Progress undertakes no obligation to update any forward - looking statements, which speak only as of the date of this presentation. Non - GAAP Metrics This slide presentation contains certain non - GAAP financial measures, including revenue, ARR, and pro forma net leverage. These measures are provided solely as supplemental information and are not intended to be considered in isolation or as a substitute for the comparable GAAP measur es; these measures reflect assumptions and expected synergies from the transaction and are subject to risks and uncertainties. Progress is unable to provide a reconcili ati on of the projected non - GAAP measures provided herein to the relevant projected GAAP measures without unreasonable effort because certain items necessary to calcul ate such GAAP measures are inherently uncertain and dependent on future events. A reconciliation of Progress’ GAAP to non - GAAP historical financial data is available in our public filings. © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved.

 
 

3 © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Domo – Overview of Proposed Transaction © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Financing & Leverage • Funding with cash on hand and borrowings under existing $1.5B Revolver • No material impact to pro forma net leverage ratio, expected to remain below 3.0X • Similar to past acquisitions, Progress expects to de - lever aggressively after closing Key Terms • Purchase Price $400M (~$355M after expected tax benefits on NPV basis, net cash at close, and seller transaction expenses) – Asset purchase structure – PRGS is acquiring substantially all of the assets and only certain liabilities of Domo – Domo brand name and marks will transfer to Progress • Domo, Inc. will remain a publicly - listed company, and will operate under new name & ticker post - closing • Irrevocable commitment to approve transaction by Domo’s controlling stockholder Integration & Timeline • Closing expected in Fiscal Q4 2026 • Cost synergies expected to be fully realized by end of FY2027 • Targeting pro forma operating margins similar to past deals Transaction Overview ($ millions) $400 Headline Purchase Price ($25) ( - ) Minimum Closing Cash ($35) ( - ) NPV of Tax Basis Step - Up $15 (+) Transaction Expenses $355 Effective Purchase Price

 
 

4 © 2024 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Strategic Rationale 4 1. Domo ARR contribution based upon Progress reporting and definition policies, and excluding seat - based licenses. 6 x Significantly Expands our Progress Data Platform Portfolio x Accelerates foundational capabilities for the “AI - Ready Data Layer” enabling enterprise AI deployment at scale x Adds Scaled Customer Base & Strategic Ecosystem, ~2,400 loyal global customers with 86% (of ARR) on consumption pricing model x Attractive purchase price with advantageous transaction structure

 
 

5 © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Who is Domo? 1. Domo ARR contribution based upon Progress reporting and definition policies, and excluding seat - based licenses. © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Cloud - native, data - readiness platform that unifies enterprise data, analytics, automation, and AI - powered applications in real time Cloud Native Agentic Orchestration & Governance AI Data - Readiness Platform 1,000+ API Connectors 100%+ Consumption Native NRR ~2.4K Customers 86% Consumption Contracts

 
 

6 © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. AI Agent Domo Platform ÇÇ Integrates With 1,000+ Pre - Built Connectors Connect data from anywhere in minutes © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Powerful Agentic AI At The Center Of Data Workflows For Automation Intelligent business agents that turn insights into action Structured Describe Goals LLM Tools Systems Agents Unstructured Proprietary System Connectors On - Prem Connectors Cloud Connectors File Upload Connectors Federated Connectors Instructions Knowledge 1 AI Agents & Workflow EXTEND Visualizations Dashboards Apps Embedded Analytics Data Science Data Engineering Cloud Sources Native APIs EDW / Data Lake On Premises AUTOMATE INTEGRATE 1 2 2 Domo Everywhere Agent Catalyst Domo Apps Domo BI Magic Transform Domo Integration Key Products

 
 

7 © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. . Context + Control: Accelerating the AI - Ready Enterprise Data Direct MarkLogic Semaphore Agentic RAG Domo Integration Magic ETL Agent Catalyst App Catalyst Progress and Domo Are Better Together Governed Data In, Trusted AI Action Out Deeper Insights & Automation Agentic Workflow Enablement

 
 

8 © 2026 Progress Software Corporation and/or its subsidiaries or affiliates. All rights reserved. Proven M&A Strategy Driving Sustainable Growth TOTAL GROWTH STRATEGY Driving scale & market leadership across the entire portfolio Total Growth Strategy launched Ipswitch Chef Kemp MarkLogic ShareFile Nuclia Domo TTM Rev ~$318M 2,3 ~15% Revenue CAGR FY2018 – FY2025 ~2.6x $379M $432M $456M $557M $611M $698M $753M $978M ~$1B¹ FY2018 FY2019 FY2020 FY2021 FY2022 FY2023 FY2024 FY2025 FY2026E ¹ Based on current midpoint of Progress Guidance, updated on June 30, 2026 ² Domo TTM revenue, as of April 2026 ² Deal close expected by end of FY2026 All financial results shown are on a non - GAAP basis Revenue growth since FY2018

 
 

 

 

Filing Exhibits & Attachments

6 documents