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Verint Systems Inc Form 8-K: Current report

Verint Systems Inc Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2025-11-26: Form 8-K; Period of report 2025-11-26; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 4.01 Changes in Registrant's Certifying Accountant; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; Details 1.01.
  • 2025-11-25: Form 8-K; Period of report 2025-11-24; Description 8.01 Other Events; Details 8.01.
  • 2025-11-19: Form 8-K; Period of report 2025-11-18; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
  • 2025-11-07: Form 8-K; Period of report 2025-11-07; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2025-11-268-K2025-11-261.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 4.01 Changes in Registrant's Certifying Accountant; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
1.02 The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.
2.01 The information set forth in the Introductory Note and Items 3.01, 5.01, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.
2.04 The information set forth in the Introductory Note and Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.04.
3.01 The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.01.
3.03 The information set forth in the Introductory Note and Items 2.01, 3.01, 5.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.03.
4.01 The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated herein by reference into this Item 4.01.
5.01 The information set forth in the Introductory Note and Items 2.01, 3.01, 3.03 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference into this Item 5.01.
5.02 The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 5.02.
5.03 The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03.
7.01 On November 26, 2025, Verint provided holders of the Convertible Notes with notices of Fundamental Change Repurchase Right, Conversion Rights and Execution of Supplemental Indenture with respect to the Convertible Notes and the Indenture.
d24472d8k.htm
2025-11-258-K2025-11-248.01 Other Events8.01 As previously disclosed, on August 24, 2025, Verint Systems Inc., a Delaware corporation (“Verint” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which Verint will be acquired by Calabrio, Inc., a Delaware corporation (“Parent”).d50435d8k.htm
2025-11-198-K2025-11-185.07 Submission of Matters to a Vote of Security Holders5.07 At a special meeting of stockholders of Verint Systems Inc., a Delaware corporation (“Verint” or the “Company”), held on November 18, 2025 (the “Special Meeting”), Verint’s stockholders voted to adopt the Agreement and Plan of Merger, dated as of August 24, 2025 (the “Merger Agreement”), by and among Verint, Calabrio, Inc., a Delaware corporation (“Parent”), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”).d55667d8k.htm
2025-11-078-K2025-11-078.01 Other Events8.01 As previously disclosed, on August 24, 2025, Verint Systems Inc., a Delaware corporation (“Verint” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which Verint will be acquired by Calabrio, Inc., a Delaware corporation (“Parent”).d31452d8k.htm
2025-09-028-K2025-09-022.02 Results of Operations and Financial Condition2.02 On September 2, 2025, Verint Systems Inc. ("Verint", the "Company", "we", "us", and "our") issued a press release providing selected financial information for the three months and six months ended July 31, 2025.vrnt-20250902.htm
2025-08-258-K2025-08-241.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
5.02 On August 24, 2025, the Company granted special cash retention bonus opportunities (each, a “Retention Bonus” and collectively, the “Retention Bonuses”) to the Company’s Named Executive Officers (each, an “NEO”) for the following target payment amounts: Dan Bodner, $628,583; Elan Moriah, $397,838; Peter Fante, $371,250; and Grant Highlander, $371,250.
7.01 On August 25, 2025, the Company issued a press release announcing the execution of the Merger Agreement.
d20307d8k.htm
2025-06-208-K2025-06-195.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders5.02 On June 19, 2025, Verint Systems Inc. (the "Company" or "Verint") held its 2025 Annual Meeting of Stockholders (the "Annual Meeting").vrnt-20250619.htm
2025-06-048-K2025-06-042.02 Results of Operations and Financial Condition2.02 On June 4, 2025, Verint Systems Inc. ("Verint", the "Company", "we", "us", and "our") issued a press release providing selected financial information for the three months ended April 30, 2025, and its outlook.vrnt-20250604.htm
2025-05-198-K2025-05-197.01 Regulation FD Disclosure7.01 On May 19, 2025, Verint Systems Inc. ("Verint") issued a press release announcing the timing for its conference call to discuss selected financial information for the first quarter ended April 30, 2025 and its outlook.vrnt-20250519.htm
2025-03-268-K2025-03-262.02 Results of Operations and Financial Condition2.02 On March 26, 2025, Verint Systems Inc. ("Verint", the "Company", "we", "us", and "our") issued a press release providing selected financial information for the three months and year ended January 31, 2025, and its outlook.vrnt-20250326.htm
2025-03-258-K2025-03-251.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d936282d8k.htm
2025-03-258-K2025-03-218.01 Other Events8.01 On March 21, 2025, the board of directors of Verint Systems Inc. ("Verint") set June 19, 2025 as the date for the 2025 Annual Meeting of Stockholders of Verint (the "Annual Meeting") and also set April 30, 2025 as the record date for determining stockholders entitled to vote at the Annual Meeting.vrnt-20250321.htm
2025-03-118-K2025-03-117.01 Regulation FD Disclosure7.01 On March 11, 2025, Verint Systems Inc. ("Verint") issued a press release announcing the timing for its conference call to discuss selected financial information for the fourth quarter and fiscal year ended January 31, 2025 and its outlook.vrnt-20250311.htm
2025-01-148-K2025-01-147.01 Regulation FD Disclosure7.01 On January 14, 2025, Verint Systems Inc. issued a press release announcing certain highlights, including management's outlook for the remainder of the fiscal year ending January 31, 2025 as well as selected preliminary outlook for the fiscal year ending January 31, 2026, from its Investor Day event to be held later that day.vrnt-20250114.htm