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Tenable Holdings, Inc. 8-K Filings

TENB NASDAQ

Every 8-K that Tenable Holdings, Inc. (TENB) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow TENB and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TENB filings page.

Rhea-AI Summary

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.

Rhea-AI Summary

Tenable Holdings, Inc. reported second quarter 2026 revenue of $268.5 million, an 8.6% year-over-year increase. GAAP income from operations was $12.4 million versus a $7.4 million loss a year earlier, with GAAP operating margin improving to 4.6%. Non-GAAP income from operations was $66.2 million, yielding a 24.7% non-GAAP operating margin.

GAAP net income was $3.8 million, or $0.03 diluted earnings per share, compared with a $14.7 million net loss in the prior-year quarter. Non-GAAP net income rose to $57.9 million, with non-GAAP diluted EPS of $0.51. Net cash provided by operating activities was $44.7 million and unlevered free cash flow was $45.3 million. The company repurchased 5.2 million shares for $100.0 million.

For the third quarter of 2026, Tenable expects revenue of $270.0–$273.0 million and non-GAAP diluted EPS of $0.49–$0.52. For full-year 2026, it guides to revenue of $1.075–$1.081 billion, non-GAAP income from operations of $258.0–$264.0 million, non-GAAP diluted EPS of $1.95–$2.00, and unlevered free cash flow of $289.0–$295.0 million.

Rhea-AI Summary

Tenable Holdings, Inc. furnished an Investor Day presentation that highlights its AI-focused cybersecurity strategy, platform roadmap and non-GAAP financial framework through 2029. Management described an expanding cyber and AI security market and positioned Tenable One and the Tenable Hexa AI agentic engine at the center of its exposure management platform.

The company cited more than $1 billion of last‑twelve‑month revenue, $232 million of last‑twelve‑month operating income and approximately 95% recurring revenue. Non‑GAAP operating margin has increased from 9.4% in 2021 to a guided 24.0% for 2026, while unlevered free cash flow margin has improved from 17.6% to a guided 27.0%.

Mid‑term non‑GAAP targets for 2029 include total revenue growth in the high‑single‑digit to low‑double‑digit range, gross margin of about 81.5%–82.5%, operating margin of roughly 28% and unlevered free cash flow margin around 31%, supported by AI‑driven go‑to‑market and development efficiencies.

Rhea-AI Summary

Tenable Holdings, Inc. reported the results of its 2026 annual meeting of stockholders. Stockholder turnout was high, with 106,390,505 shares represented out of 114,530,327 shares outstanding as of the record date, or about 92.89% participation.

Three directors – John C. Huffard, Jr., A. Brooke Seawell, and Raymond Vicks, Jr. – were elected to serve until the 2029 annual meeting. Stockholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

In advisory matters, stockholders approved the compensation of the company’s named executive officers and expressed a clear preference to hold future advisory votes on executive compensation every year. Consistent with this result and prior board recommendations, the board decided to continue holding these say-on-pay votes annually.

Rhea-AI Summary

Tenable Holdings, Inc. reported strong first quarter 2026 results, exceeding its own revenue and profit expectations and raising full-year guidance. Revenue was $262.1 million, up 9.6% year-over-year, with recurring revenue representing 96% of total revenue.

GAAP income from operations was $8.8 million, reversing a prior-year loss, while GAAP net income reached $1.4 million. Non-GAAP income from operations was $61.9 million with a 23.6% non-GAAP operating margin, up from 20.4%. Non-GAAP diluted earnings per share were $0.47, compared to $0.36 a year earlier.

Cash generation remained strong, with $88.0 million in net cash from operating activities and $88.6 million of unlevered free cash flow. The company repurchased 6.1 million shares for $130.0 million.

For 2026, Tenable now expects revenue between $1.068 billion and $1.078 billion and non-GAAP diluted earnings per share between $1.90 and $1.98, alongside forecast unlevered free cash flow of $285.0 million to $295.0 million.

Rhea-AI Summary

Tenable Holdings, Inc. filed a current report describing recent financial updates and capital return plans. The company reported financial results for the quarter and full year ended December 31, 2025 through a press release furnished as an exhibit.

The Board of Directors approved an increase to the existing share repurchase program of up to an additional $150 million on January 15, 2026. Repurchases may occur in the open market, through privately negotiated transactions, or other methods permitted under Securities and Exchange Commission rules.

Rhea-AI Summary

Tenable Holdings, Inc. furnished an 8-K announcing it reported financial results for the quarter ended September 30, 2025. Details are provided in a press release furnished as Exhibit 99.1; the information is furnished and not deemed filed for liability purposes under the Exchange Act and Securities Act.

Rhea-AI Summary

Tenable Holdings named Matthew Brown as its Chief Financial Officer and principal financial officer, succeeding Stephen Vintz who moved to Co-Chief Executive Officer. Mr. Brown joins with prior CFO roles at Altair Engineering and interim CFO experience at NortonLifeLock, is a CPA and UC Berkeley graduate. His employment is at-will with an annual base salary of $455,000, quarterly bonuses targeted at 75% of base salary, a new-hire restricted stock unit award valued at $7,000,000, and a proposed target annual equity award of $4,800,000 beginning in February 2027, subject to Committee approval. The agreement includes customary severance if terminated without cause or for good reason (12 months base salary, COBRA employer premiums and prorated/target bonus provisions), enhanced change-in-control protections including lump-sum severance and full acceleration of unvested equity, and standard indemnification and IP/confidentiality covenants.