Proofpoint pays $6.3B for Varonis
Proofpoint agreed on the 15th of October 2026 to buy Varonis for about 6.3 billion dollars in cash, to guard the data AI agents read. Shareholders get 49.75 dollars a share, and the deal should close in the first half of 2027.
Proofpoint to buy Varonis, $6.3BProofpoint agreed to buy Varonis for about 6.3 billion dollars in cash, the two companies said on the 15th of October 2026. Varonis shareholders will get 49.75 dollars a share, their joint release says.
The reason is AI agents, Proofpoint's chief executive Sumit Dhawan said in the release. AI agents are programs that take actions on their own across a company's systems.
Why Proofpoint wants Varonis: AI agents reading company data
"AI agents are increasingly accessing sensitive information and taking action across systems," Dhawan said. Companies need to know how data is used, beyond who can reach it, he added.
Varonis sells software that finds secret files and controls who opens them. "Our mission is to secure AI and the data that powers it," Varonis's chief executive Yaki Faitelson said.
Below we break down the price per share
The 49.75 dollars is 52 percent above Varonis's close of 32.71 dollars on the 22nd of June, the release says. That was the last full trading day before the first sale rumors.
It is also 17 percent above the 42.35 dollar close on the 1st of September. So buyers pay 7.40 dollars a share over that price, by our arithmetic.
The deal values Varonis at about 8.4 times its revenue of the last 12 months, the release says.
One platform for over 16,000 large companies
The joined company will serve more than 16,000 enterprises, the release says. Proofpoint already works with over 80 of the Fortune 100, the 100 largest US companies.
Thoma Bravo, an investment firm, owns Proofpoint and is funding the deal, the release says. Canada's Ontario Teachers' Pension Plan will also invest in Proofpoint.
What still has to happen before the first half of 2027
Varonis's board approved the deal unanimously. Its shareholders and regulators still have to approve it, the release says.
Until then the two companies run apart, and Varonis stock leaves the Nasdaq exchange when the deal closes.
Key facts
Announced by Proofpoint and Varonis on the 15th of October 2026.
About 6.3 billion dollars in cash, 49.75 dollars a share.
52 percent above the June price, 17 percent above the September price.
Closing expected in the first half of 2027.