CONSTELLATION SOFTWARE INC has filed an initial Form 3 showing a significant holding of Sabre Corp common stock. The filing reports that Constellation Canadian Holdings Inc. directly owns 39,522,821 shares of Sabre common stock.
As the direct parent of Constellation Canadian Holdings Inc., Constellation Software Inc. may be deemed to beneficially own these shares, and its president, Mark Miller, may also be deemed a beneficial owner. All reporting persons expressly disclaim beneficial ownership beyond their pecuniary interest, meaning they do not concede full economic or voting control over the entire position.
Sabre Corporation adopted a limited-duration shareholder rights plan after noting a substantial accumulation of its stock by Constellation Software. The plan issues one preferred share purchase right for each common share outstanding on March 11, 2026, with an exercise price of $7.00 per one-thousandth of a Series B preferred share.
The rights become exercisable if any person or group acquires at least 15% of Sabre’s common stock, or 20% for certain passive investors, and expire on February 28, 2027. If triggered, other shareholders can buy common stock at a 50% discount or Sabre may exchange each right for one common share, significantly diluting the triggering holder.
The Board can redeem all rights for $0.001 per right before any investor becomes an acquiring person and may exempt specific investors or transactions. Sabre states the plan is not a response to a takeover proposal and is intended to ensure all shareholders receive fair treatment in any control transaction.
Sabre Corp executive Andrew Finkelstein filed a Form 3 reporting his existing equity holdings in the company. He directly holds common stock and several grants of options to purchase common stock, with the options described as fully vested and exercisable. Footnotes also detail multiple restricted stock unit awards scheduled to vest between May 15, 2026 and May 15, 2028, subject to his continued employment.
Sabre Corporation files its annual report describing a travel-technology business now organized into a single segment after selling its Hospitality Solutions unit in 2025. The company runs the Sabre Mosaic Marketplace, connecting airlines, hotels and other suppliers with agencies and corporate travel buyers, and selling SaaS and hosted software to airlines.
Sabre is emphasizing innovation, AI‑enabled airline retailing and cloud migration while targeting positive free cash flow and debt reduction. As of June 30, 2025, non‑affiliate common equity market value was $1,074,779,962, and as of February 10, 2026, shares outstanding were 395,165,033. The company reports $4.3 billion of debt as of December 31, 2025 and highlights extensive risk factors tied to travel demand, competition, regulation, cybersecurity, sanctions and high leverage.
Sabre Corporation reported full-year 2025 results and issued 2026 guidance. Revenue grew modestly to $2.77 billion from $2.74 billion, while operating income rose to $295 million from $242 million, reflecting lower labor, technology and professional services costs despite restructuring charges.
Full-year net income attributable to common stockholders swung to $525 million from a $279 million loss, mainly due to the gain on the sale of the Hospitality Solutions business and improved continuing operations. Normalized Adjusted EBITDA increased to $536 million from $485 million, indicating stronger underlying profitability.
In the fourth quarter, revenue reached $667 million, up from $645 million, but operating income declined to $21 million as restructuring and higher incentives weighed on results, leading to a $103 million net loss. For 2025, Free Cash Flow was negative $192 million, but Pro Forma Free Cash Flow was positive $57 million after adjusting for refinancing-related items.
Sabre repaid over $1 billion of debt, reducing net debt to $3.74 billion from $4.50 billion and ending the year with $910 million in cash, including $118 million of restricted cash. For 2026, the company targets mid-single-digit revenue growth and Pro Forma Adjusted EBITDA of about $585 million, supported by air distribution growth and expanding AI-driven travel technology initiatives.
The Vanguard Group reports beneficial ownership of 27,800,161 shares of Sabre Corp common stock, representing 7.04% of the class as of the reported date. Vanguard has shared voting power over 3,434,054 shares and shared dispositive power over all 27,800,161 shares.
The holdings are owned on behalf of Vanguard’s clients, who receive dividends and sale proceeds, with no single client holding more than 5% of the class. Vanguard states the position is held in the ordinary course of business and not to change or influence control of Sabre. The filing also notes an internal realignment on January 12, 2026, after which certain Vanguard subsidiaries are expected to report beneficial ownership separately.
Sabre Corporation received an amended Schedule 13G filing showing that investment firm Discerene-related entities hold a sizable passive stake in the company. Discerene Group LP, Discerene Holdings Inc., and Soo Chuen Tan report beneficial ownership of 38,523,820 shares of Sabre common stock, representing 9.8% of the class.
The shares are held by private investment funds for which Discerene Group LP acts as investment manager, with Discerene Holdings as general partner and Tan as president. They report shared voting and dispositive power over all 38,523,820 shares and no sole power. The percentage is based on 394,884,884 shares outstanding as of October 30, 2025, as disclosed by Sabre. The group certifies that the securities were not acquired to change or influence control of Sabre, indicating a passive investment stance.
Sabre Corporation reported that its wholly owned subsidiary Sabre Financial Borrower, LLC launched an offering of $1,000,000,000 in senior secured notes due 2029. The company also announced that it has priced this secured notes offering, with details provided in a separate press release.
In addition, Sabre began separate exchange offers through its subsidiary Sabre GLBL Inc. These offers seek to exchange any and all of its outstanding 8.625% and 11.250% Senior Secured Notes due 2027 and certain of its 10.750% Senior Secured Notes due 2029 for new 10.750% Senior Secured Notes due 2030, under terms described in a confidential offering circular dated November 20, 2025. Sabre notes that completing the notes offering, exchange offers and a concurrent term loan refinancing involves risks and uncertainties described in its recent SEC reports.
Sabre Corp (SABR) reported an insider equity transaction by its EVP and Chief Legal Officer, Rochelle Boas. On 11/15/2025, 47,812 shares of common stock were automatically surrendered to the company at a price of $1.70 per share to cover tax withholding obligations triggered by the vesting of restricted stock units. After this tax-related share surrender, the reporting person beneficially owned 578,637 shares of Sabre common stock in direct ownership. The filing indicates this was a routine Form 4 submitted by a single reporting person.
Sabre Corporation (SABR) reported Q3 2025 results. Revenue was $715.2 million versus $691.3 million a year ago, and operating income rose to $93.6 million from $57.8 million. Continuing operations posted income of $48.2 million, helped by a tax benefit.
Results were dominated by the July 3 sale of the Hospitality Solutions business for estimated cash proceeds of $965 million, net, which generated a pre-tax gain of $821 million and drove discontinued operations income of $800.3 million. Net income for the quarter was $848.5 million. Year to date, revenue was $2.104 billion and net income was $627.5 million. Cash used in operating activities was $248.2 million for the nine months. Sabre reduced total debt outstanding to $4.216 billion (net of costs/discounts) from $5.065 billion at December 31, 2024, including issuing 11.125% senior secured notes due 2030 and repaying various term loans and notes.