Varonis Systems Elects Default Settlement Method Change for Convertible Senior Notes

Varonis Systems, Inc. (NASDAQ: VRNS) announced on February 14, 2025, a significant change in its default settlement method for conversions of its 1.250% Convertible Senior Notes due 2025. This decision, in accordance with the Indenture dated May 11, 2020, between Varonis Systems, Inc. and U.S. Bank National Association as Trustee, affects the handling of conversions of the Notes.

Varonis Systems notified the Trustee, the Conversion Agent, and the Holders as defined in the Indenture that the company has opted to transition the “Default Settlement Method” for the Notes to “Physical Settlement.” Consequently, all future conversions of Notes will be settled through the delivery of shares of Varonis Systems’ common stock using the Physical Settlement method, as outlined in the Indenture.

By changing the default settlement method to Physical Settlement, Varonis Systems aims to streamline and optimize its conversion processes for the benefit of both the company and its stakeholders.

This alteration marks a strategic move by Varonis Systems to enhance the efficiency and clarity of its financial operations in line with its commitment to maintaining sound financial practices.

This report is filed under Item 8.01 “Other Events” as required by the Securities Exchange Act of 1934.

No financial details or specific terms of the Note conversions were included in the report.

Varonis Systems, Inc. was represented in the report by Guy Melamed, the Chief Financial Officer and Chief Operating Officer, who signed off on behalf of the company on February 14, 2025.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Varonis Systems’s 8K filing here.

About Varonis Systems

Varonis Systems, Inc provides software products and services that allow enterprises to manage, analyze, alert, and secure enterprise data in North America, Europe, the Middle East, Africa, and internationally. Its software enables enterprises to protect data stored on premises and in the cloud, including sensitive files and emails; confidential personal data belonging to customers, and patients and employees' data; financial records; source code, strategic and product plans; and other intellectual property.