Event Details

Information regarding how former CyberArks shareholders will receive merger consideration and related tax matters.


Notice of Change in Default Settlement Method of CyberArk Notes

March 23, 2026 at 1:10 PM PDT

On March 23, 2026, CyberArk Software Ltd. elected to set the default settlement method with respect to conversions of its 0.00% convertible senior notes due 2030 (“Notes”) from and after such date as combination settlement, with a specified dollar amount of $1,000 per $1,000 principal amount of Notes.


Forward-Looking Statements

This communication includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current facts, including, without limitation, statements regarding expected future business and financial performance, the expected future benefits to Palo Alto Networks, Inc. (“PANW”) and its customers from the completion of the transaction with CyberArk Software Ltd. (“CyberArk”), the integration of PANW’s and CyberArk’s capabilities and the benefits they will deliver, the expected accretion to free cash flow, revenue growth, and gross margin and the timing of the synergies from the transaction, made in this communication are forward-looking. We use words such as “anticipates,” “believes,” “continue,” “estimate,” “expects,” “future,” “intends,” “may,” “plan,” and similar expressions to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements reflect management’s current expectations and are inherently uncertain. Actual results could differ materially for a variety of reasons.

There are a significant number of factors that could cause actual results to differ materially from forward-looking statements made or implied in this communication, including: PANW’s ability to successfully integrate CyberArk’s businesses and technologies; the risk that the expected benefits and synergies of the transaction may not be fully achieved in a timely manner, or at all; the risk that PANW or CyberArk will be unable to retain and hire key personnel; significant and/or unanticipated difficulties, liabilities or expenditures relating to the integration of CyberArk into PANW; the effect of the completion of the transaction on the parties’ business relationships and business operations generally; the effect of the completion of the transaction on PANW’s common stock price and uncertainty as to the long-term value of PANW common stock; risks related to disruption of management time from ongoing business operations due to the integration efforts required for the completed transaction; the outcome of any legal proceedings that may be instituted against PANW or its directors and officers; developments and changes in general or worldwide market, geopolitical, economic, and business conditions; failure of PANW’s platformization product offerings; failure to achieve the expected benefits of PANW’s strategic partnerships and acquisitions; changes in the fair value of PANW’s contingent consideration liability associated with acquisitions; risks associated with managing PANW’s growth; risks associated with new product, subscription and support offerings, including product offerings that leverage AI; shifts in priorities or delays in the development or release of new product or subscription or other offerings, or the failure to timely develop and achieve market acceptance of new products and subscriptions as well as existing products, subscriptions and support offerings; failure of PANW’s business strategies; rapidly evolving technological developments in the market for security products, subscriptions and support offerings; defects, errors, or vulnerabilities in our products, subscriptions or support offerings; PANW’s customers’ purchasing decisions and the length of sales cycles; PANW’s competition and the expanded scope of its competitors as a result of completing acquisitions; PANW’s ability to attract and retain new customers; PANW’s ability to acquire and integrate other companies, products, or technologies in a successful manner; PANW’s share repurchase program, which may not be fully consummated or enhance shareholder value, and any share repurchases which could affect the price of its common stock; and PANW’s debt repayment obligations.

For additional risks and uncertainties on these and other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to PANW’s respective periodic reports and other filings with the Securities and Exchange Commission (the “SEC”), including the risk factors contained in PANW’s most recent annual report on Form 10-K and periodic quarterly reports on Form 10-Q. All forward-looking statements in this communication are based on current beliefs and information available to management as of the date hereof, and PANW does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.