Varonis Posts $189.5M Q3 Revenue, 42% SaaS ARR Growth; Suspends Guidance Pending Proofpoint Deal
VRNS has more than doubled off its 52-week low of $19.7.
Summary
Varonis reported Q3 2026 revenue of $189.5 million and SaaS ARR of $774.6 million, up 42%, but skipped guidance and its earnings call because of the pending Proofpoint buyout. With the $49.75-per-share cash deal signed, these results matter less than the merger's closing conditions.
Updates
· Reuters — Q3 revenue of $189.46 mln beat the $186.88 mln analyst consensus; net loss was $41.65 mln and gross profit $142.57 mln.
- Q3 operating income was -$47.71 mln
- Shift to SaaS platform offset declines in term license and maintenance revenue
- SaaS ARR rose 42% year-over-year, reflecting increased adoption of the SaaS platform
Key Events · Earnings and Guidance · VRNS
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Q3 Revenue Grows 17% to $189.5M
Total revenues came in at $189.5 million versus $161.6 million in Q3 2025, as SaaS revenues of $185.1 million against $125.8 million reflected customers converting off term licenses.
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SaaS ARR Up 42% to $774.6M
SaaS ARR stood at $774.6 million at quarter end, up 42% year-over-year and up 24% excluding conversions.
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GAAP Loss Widens, Non-GAAP Turns Positive
The GAAP operating loss widened to ($47.7) million from ($35.9) million a year earlier, while non-GAAP operating income improved to $7.6 million from $0.2 million.
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Guidance and Earnings Call Suspended
Citing the pending acquisition by Proofpoint, Varonis issued no forward guidance and held no Q3 conference call or webcast.
Analysis · VRNS · Technology
These are the last quarterly numbers Varonis will report as a public company, and they arrive mid-way through a signed $49.75-per-share all-cash takeover by Proofpoint. Revenue of $189.5 million topped last year's $161.6 million, and SaaS ARR of $774.6 million rose 42%, yet the GAAP operating loss widened to ($47.7) million from ($35.9) million as the business converts to SaaS. With the merger pending, management offered no guidance and held no call, so the print does little to move the deal math — the stock now trades on whether the acquisition closes, not on quarterly performance. A $937.8 million cash and securities balance, plus $94.8 million of nine-month free cash flow, keeps the balance sheet comfortable while the transaction works through approvals.
How filings like this one have moved
In the 30 days to Nov 3, 2026, 32.3% of the 2077 measured filings Wiseek scored 7 moved their stock by 5% or more by the next session's close. The median move was 0.00%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, VRNS was trading at $48.96 on NASDAQ in the Technology sector, with a market capitalization of approximately $5.6B. The 52-week trading range was $19.70 to $50.31. This filing was assessed with neutral market sentiment and an importance score of 7 out of 10.