Proofpoint to buy Varonis in $6.3 billion all-cash deal
Proofpoint has agreed to buy Varonis, a company focused on data and AI security, for roughly $6.3 billion in cash. The two firms announced the agreement on Thursday.
It is the largest cybersecurity acquisition announced so far this year, according to SecurityWeek. The publication has tracked more than 300 cybersecurity M&A deals in 2026.
The terms
Varonis shareholders will receive $49.75 for each share they hold. That is a 52% premium over the $32.71 closing price on June 22, 2026. June 22 was the last full trading day before rumors of a possible sale began to circulate.
Thoma Bravo, the private equity firm that owns Proofpoint, is providing committed equity financing for the purchase. It has also secured commitments for debt financing. Ontario Teachers' Pension Plan, one of Canada's large public pension funds, is investing in Proofpoint as part of the transaction.