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2026-10-15M&A

VARONIS SYSTEMS INC [VRNS] - Varonis Systems / Proofpoint merger

Varonis Systems Inc. will merge with Proofpoint, Inc., a wholly owned subsidiary of Thoma Bravo, L.P., with the Company continuing as the surviving entity.

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Why this matters

Varonis Systems Inc., a Delaware-incorporated company in the prepackaged software services industry, specializes in cybersecurity solutions that help organizations protect sensitive data and manage data access. The company has entered into a definitive merger agreement to be acquired by Proofpoint, Inc., a portfolio company of private equity firm Thoma Bravo, in an all-cash transaction valued at approximately $6.3 billion. Varonis shareholders will receive $49.75 per share, representing a 52% premium over the closing stock price on June 22, 2026, before initial sale rumors, and a 17% premium over the price on September 1, 2026, following further media speculation. This merger aims to create a leading pure-play cybersecurity company, enhancing capabilities in data and AI security, with plans for rapid integration and platform delivery post-closing.