Ooma Inc. Signs Material Definitive Agreement

TL;DR

Ooma signed a big deal, details TBD.

AI Summary

Ooma Inc. announced on November 3, 2025, that it entered into a Material Definitive Agreement. The filing does not disclose specific details of the agreement, the counterparty, or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for Ooma, Inc., which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the agreement.

Key Players & Entities

• Ooma, Inc. (company) — Registrant
• November 3, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 525 Almanor Avenue, Suite 200, Sunnyvale, California 94085 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 OOMA The New York Stock Exchange
• $45 million — which is estimated to be approximately $45 million in cash, is subject to a customary post

Filing Documents

• ooma-20251103.htm (8-K) — 74KB
• ooma-ex99_1.htm (EX-99.1) — 24KB
• img133402993_0.jpg (GRAPHIC) — 26KB
• 0001193125-25-262903.txt ( ) — 254KB
• ooma-20251103.xsd (EX-101.SCH) — 30KB
• ooma-20251103_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On October 31, 2025, Ooma, Inc., a Delaware corporation (the "Company") entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with FluentStream Holdings, LP, a Delaware limited partnership ("Seller"), pursuant to which the Company has agreed to purchase from Seller one hundred percent (100%) of the issued and outstanding shares of capital stock of FluentStream Corp., a Delaware corporation (the "Target"), subject to the terms and conditions set forth in the Stock Purchase Agreement (the "Transaction"). The purchase price, which is estimated to be approximately $45 million in cash, is subject to a customary post-closing purchase price adjustment based on the levels of cash, indebtedness, unpaid transaction expenses and net working capital of the Target as of the closing of the Transaction (the "Closing"). A portion of the aggregate consideration will be held in escrow solely to satisfy any post-Closing adjustments, in accordance with the Stock Purchase Agreement. The Closing is subject to certain conditions, including (1) the expiration or termination of any applicable waiting period or approval from the California Public Utilities Commission, and (2) the absence of any law or order prohibiting or enjoining the Transaction or making the Stock Purchase Agreement or the related Transaction documents illegal. Each of the Company's and Target's obligation to consummate the Transaction is also subject to certain additional customary conditions, including (1) subject to specific standards, the accuracy of the representations and warranties of the other party; (2) performance in all material respects by the other party of its obligations under the Stock Purchase Agreement; and (3) in the case of the Company only, the absence of a material adverse effect with respect to the Target. The Stock Purchase Agreement contains customary representations and warranties by the Company and Seller. The Stock P

Forward-Looking Statements

Forward-Looking Statements This communication contains "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, that involve risks and uncertainties. In some cases, you can identify these forward-looking statements by the use of terms such as "expect," "will," "continue," or similar expressions, and variations or negatives of these words, but the absence of these words does not mean that a statement is not forward-looking. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, but not limited to: any statements regarding the expected timing of the completion of the Transaction and the benefits of the Transaction; the ability of the Company, Seller and Target to complete the proposed Transaction considering the various conditions to the Transaction, some of which are outside the parties' control, including those conditions related to the California Public Utilities Commission ; any other statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. These forward-looking statements are inherently uncertain, and are based on information available to the Company as of the date hereof and current expectations, forecasts, estimates, and assumptions. A number of important factors and uncertainties could cause actual results or events to differ materially from those described in these forward-looking statements, including without limitation: the failure to satisfy or waive any of the conditions to the Closing, including the expiration or termination of any applicable waiting period or approval from the California Public Utilities Commission ; matters arising in connection with the parties' efforts to comply with and satisfy applicable conditions related to the California Public Utilities Commission and closing conditions relating to the pr

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On November 3, 2025, the Company issued a press release announcing the Transaction, a copy of which is being furnished herewith as Exhibit 99.1. The information provided in this Item 7.01 (including Exhibit 99.1) shall not deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any filing made by the Company pursuant to the Securities Act of 1933, as amended, other than to the extent that such filing incorporates by reference any or all of such information by express reference thereto

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press release dated November 3, 2025 104 Cover Page Interactive Data File (formatted as Inline XBRL) SIGNATURE 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. OOMA, INC. Date: November 3, 2025 By: /s/ Shig Hamamatsu Shig Hamamatsu Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR