Tenable Holdings, Inc. Files 8-K Report

TL;DR

Tenable Holdings filed an 8-K, expect updates on financials and other events.

AI Summary

On February 7, 2025, Tenable Holdings, Inc. filed an 8-K report. The filing primarily concerns the company's financial condition and other events, with no specific financial figures or material events detailed in the provided text.

Why It Matters

This filing indicates that Tenable Holdings, Inc. is providing updates to the SEC regarding its financial condition and other corporate events.

Risk Assessment

Risk Level: low — The filing is a standard 8-K report and does not contain specific negative or positive material information in the provided text.

Key Players & Entities

• Tenable Holdings, Inc. (company) — Registrant
• February 7, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 47-5580846 (identifier) — I.R.S. Employer Identification Number
• 6100 Merriweather Drive, Columbia, Maryland, 21044 (address) — Address of principal executive offices
• 410-872-0555 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share TENB The Nasdaq Stock Market
• $148 million — yber from the Sellers for approximately $148 million in cash and $2 million in Tenable restr
• $2 million — approximately $148 million in cash and $2 million in Tenable restricted stock units, subj

Filing Documents

• tenb-20250207.htm (8-K) — 28KB
• a2072025ex991.htm (EX-99.1) — 78KB
• 0001660280-25-000013.txt ( ) — 235KB
• tenb-20250207.xsd (EX-101.SCH) — 2KB
• tenb-20250207_lab.xml (EX-101.LAB) — 21KB
• tenb-20250207_pre.xml (EX-101.PRE) — 12KB
• tenb-20250207_htm.xml (XML) — 3KB

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On February 7, 2025, Tenable Holdings, Inc., a Delaware corporation ("Tenable"), issued a press release announcing the closing of the Acquisition (as defined below). In that press release, Tenable also announced certain financial guidance regarding the first quarter ended March 31, 2025 and the full year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02 of this Current Report on 8-K (including Exhibit 99.1) is furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by Tenable, whether made before or after today's date, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific references in such filing.

01 Other Events

Item 8.01 Other Events. On February 7, 2025 , Ermetic Ltd., a company organized under the laws of the State of Israel ("Purchaser") and an indirect, wholly owned subsidiary of Tenable, completed its previously announced acquisition (the "Acquisition") of Vulcan Cyber Ltd., a company organized under the laws of the State of Israel ("Vulcan Cyber"). The Acquisition was effectuated pursuant to a Share Purchase Agreement, dated as of January 29, 2025 (the "SPA") by and among Purchaser, Vulcan Cyber, each of the shareholders of Vulcan Cyber identified in the SPA or joined to the SPA pursuant to a joinder agreement (collectively, the "Sellers"), Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the indemnitors under the SPA, and Tenable, Inc., a Delaware corporation and a wholly owned subsidiary of Tenable, solely for the purposes of Section 12.2 of the SPA. Under the terms of the SPA, the Purchaser acquired all of the outstanding share capital of Vulcan Cyber from the Sellers for approximately $148 million in cash and $2 million in Tenable restricted stock units, subject to certain customary purchase price adjustments as set forth in the SPA. The foregoing description of the SPA and the Acquisition does not purport to be complete and is qualified in its entirety by reference to the SPA, which was filed as Exhibit 2.1 to Tenable's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 29, 2025 and is incorporated into this report by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Press release, dated February 7, 2025. 101.SCH Inline XBRL Taxonomy Extension Schema Document. 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. 104 The cover page from Tenable's 8-K filed on February 7, 2025, formatted in Inline XBRL.

SIGNATURES

SIGNATURES 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 thereunto duly authorized. TENABLE HOLDINGS, INC. Date: February 7, 2025 By: /s/ Michelle VonderHaar Michelle VonderHaar Chief Legal Officer and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR