Tenable Holdings, Inc. filings document the public-company reporting record for a cybersecurity software issuer focused on exposure management. Its Form 8-K reports furnish quarterly and annual operating results, financial condition updates, and capital actions such as board-approved increases to the company’s share repurchase program.
Proxy materials describe annual meeting matters, director elections, board recommendations, executive compensation, equity awards, and stockholder voting procedures. The filing record also includes material-event and capital-structure disclosures tied to governance, shareholder voting matters, and the company’s ongoing reporting obligations as a Nasdaq-listed operating company.
Tenable Holdings, Inc. (TENB) reported third-quarter 2026 revenue of $276.4 million, up 9.5% year over year. GAAP net income was $11.3 million versus $2.3 million a year earlier, while non-GAAP net income was $72.9 million versus $51.4 million. GAAP operating margin was 6.0%, compared with 2.8%; non-GAAP operating margin was 27.1%, versus 23.3%. Net cash provided by operating activities was $72.5 million, and unlevered free cash flow was $69.4 million.
The company repurchased 6.8 million common shares for $223.8 million, including 5.3 million shares for $170.5 million in connection with the issuance of its convertible senior notes. It closed an upsized $800 million convertible senior notes offering and a new $400 million secured revolving credit facility. Tenable expects fourth-quarter revenue of $277.0 million to $280.0 million and full-year 2026 revenue of $1.084 billion to $1.087 billion; full-year non-GAAP diluted earnings per share of $2.16 to $2.19 and unlevered free cash flow of $289.0 million to $295.0 million are also expected. It added 413 new enterprise platform customers and 39 net new six-figure customers.
Tenable Holdings, Inc. (TENB) entered into a $400.0 million senior secured revolving credit facility on October 13, 2026. It includes a $40.0 million letter-of-credit sublimit and was initially undrawn; on the effective date, no revolving loans and approximately $200,000 of letters of credit were outstanding. Together with Tenable’s previously announced September convertible note financing, the facility completes refinancing of the prior credit agreement, replacing its Term Loan B facility and the revolving facility that matured in July. JPMorgan Chase Bank, N.A. is administrative agent, collateral agent and L/C issuer.
Revolving loans mature October 13, 2031, subject to a springing maturity date 91 days before the maturity of other material indebtedness, with exceptions and limitations. The agreement requires quarterly testing of a Total Leverage Ratio no greater than 4.00:1.00 and an Interest Coverage Ratio of at least 3.00:1.00; the leverage limit may step up 0.50:1.00 for four fiscal quarters after a Material Acquisition. A quarterly fee of 0.175% to 0.35% applies to unused availability, based on the Total Leverage Ratio. Obligations are secured by substantially all assets of Tenable and certain subsidiary guarantors.
Tenable Holdings, Inc. (TENB) reports that director Charles H. Bell beneficially owns no securities.
Tenable Holdings, Inc. director Charles H. Bell received an award of 10,386 restricted stock units on October 5, 2026. Each RSU represents a contingent right to receive one share of common stock. One-third of the RSUs shall vest on each of October 5, 2027, October 5, 2028, and October 5, 2029, subject to his continued service as a director through the applicable vesting dates, with accelerated vesting in specified circumstances.
Tenable Holdings, Inc. (TENB) expanded its board from 10 to 11 directors and appointed Charles Bell as a director, effective October 5, 2026. Bell is a Class III director through the 2027 Annual Meeting of Stockholders and serves on the Cybersecurity Risk Management Committee. He currently serves as Microsoft's Executive Vice President, Engineer and has served on Twilio's board since March 2023.
Tenable granted Bell 10,386 restricted stock units, vesting in three equal annual installments on each grant-date anniversary, subject to continued director service and accelerated vesting in specified circumstances. For the year ending December 31, 2026, board and committee retainers are $35,000 and $5,000, respectively; they are prorated for his 2026 service and subject to continued service through applicable payment dates.
Tenable Holdings, Inc. (TENB) completed a private offering of $800 million aggregate principal amount of 0.25% Convertible Senior Notes due 2031, including the full exercise of the initial purchasers’ option. The notes are senior unsecured, pay interest semiannually, and mature on September 15, 2031, unless earlier converted, redeemed or repurchased.
The notes are initially convertible at 22.3005 shares per $1,000 principal (an initial conversion price of $44.84 per share), a 40% premium to the $32.03 last reported share price, with customary adjustment and “make-whole” provisions. Based on this rate, they are convertible into 17,840,400 shares, and in limited circumstances up to 24,976,560 shares. Tenable may redeem the notes for cash starting September 20, 2029, subject to a 130% stock-price trigger and a sub‑$80 million cleanup redemption feature, and holders have a repurchase right upon a fundamental change.
Tenable entered into capped call transactions with a cap price of $64.06 (a 100% premium to $32.03), intended to reduce potential dilution or cash outlay upon conversion. Net proceeds were approximately $778.8 million, used to pay about $64.1 million for the capped calls, repurchase about $170.5 million of common stock (roughly 5.3 million shares), repay in full term loans under its 2021 credit agreement, and for general corporate purposes. The credit agreement was terminated effective September 15, 2026.
Tenable Holdings, Inc. (TENB) received an amended Schedule 13G filing showing that Vanguard Portfolio Management reports beneficial ownership of 11,212,876 shares of Tenable common stock, representing 10.18% of the class. Vanguard reports sole voting power over 106,224 shares and sole dispositive power over 11,212,876 shares, with no shared voting or dispositive power.
The filing explains that this ownership reflects securities beneficially owned, or deemed beneficially owned, by Vanguard Portfolio Management LLC together with certain affiliated entities and Vanguard funds or accounts over which they exercise dispositive and/or voting power. Vanguard states that while various clients and funds have rights to dividends or sale proceeds, no other single person has an interest in more than 5% of the class through these holdings.
Tenable Holdings, Inc. (TENB) received an amended Schedule 13G filing showing that BlackRock, Inc., through certain of its business units, reports beneficial ownership of 19,326,921 shares of Tenable common stock, representing 17.5% of the class.
BlackRock reports sole voting power over 19,143,175 shares and sole dispositive power over all 19,326,921 shares, with no shared voting or dispositive power. The filing notes that one underlying holder, iShares Core S&P Small-Cap ETF, has an interest in more than five percent of Tenable’s outstanding common stock.
Tenable Holdings, Inc. (TENB) reported insider equity activity by Co-Chief Executive Officer Mark C. Thurmond. On August 24, 2026, multiple tranches of Performance Restricted Stock Units (PRSUs) and Restricted Stock Units (RSUs) converted into common stock as they vested, reflecting previously granted equity awards.
The filing shows exercises or conversions covering 25,369 shares12,268 shares$33.9493.9%96.4%97.2%
Tenable Holdings, Inc. (TENB) reported insider equity activity by Chief Financial Officer Matthew Charles Brown. On 2026-08-21, 14,544 Restricted Stock Units (RSUs), each representing one share of common stock, were exercised and converted into 14,544 shares of common stock. Following this conversion, Brown held 174,536 RSUs directly.
On the same date, 7,400 shares of common stock were withheld by Tenable at $34.38 per share to satisfy income tax withholding and remittance obligations in connection with the net settlement of the RSUs; the issuer states this does not represent a sale. The RSUs subject to this award will vest in 16 equal quarterly installments over four years starting November 21, 2025, contingent on continued service and with potential accelerated vesting in specified circumstances. The filing indicates the Rule 10b5-1 trading plan checkbox was not selected.