OSPN

EX-99

2 ospnex-991q22026.htm

EX-99

Document

Exhibit 99.1

OneSpan Reports Second Quarter 2026 Financial Results

•Revenue increased 1% year-over-year to $60.5 million

•Subscription revenue increased 11% year-over-year to $46.7 million

•Operating income decreased 17% year-over-year to $8.7 million

•Adjusted EBITDA decreased 4% year-over-year to $16.9 million1

•Annual Recurring Revenue (ARR) increased 7% year-over-year to $189.7 million2

•Net Retention Rate (NRR) of 103%3

BOSTON, August 4, 2026 – OneSpan Inc. (NASDAQ: OSPN) today reported financial results for the second quarter ended June 30, 2026.

“We delivered a strong second quarter highlighted by double-digit subscription revenue growth and strong profitability,” stated OneSpan CEO Victor Limongelli. “Importantly, two weeks ago we introduced DigipassONE, a unified authentication platform that builds on the broadest suite of authentication functionality in the market with our new offering for verifiable credentials and digital wallets, strengthens the value of that suite with our expanded capabilities in protecting mobile applications, and ties it all together with telemetry and analytical insights to enable our customers to react to imminent threats or challenging operating conditions. In addition, the DigipassONE platform will serve as the foundation for further enhancements in the coming years, including supporting consumer agentic use cases for financial institutions and other high-trust, high-value environments.”

Second Quarter 2026 Financial Highlights

•Total revenue was $60.5 million, an increase of 1% compared to $59.8 million for the same quarter of 2025. Cybersecurity revenue was $40.9 million, a decrease of 7% year-over-year. Digital Agreements revenue was $19.5 million, an increase of 25% year-over-year.

•ARR increased 7% year-over-year to $189.7 million.

•Gross profit was $44.5 million, or 74% gross margin, compared to $44.0 million, or 73% gross margin, in the same period last year.

•Operating income was $8.7 million, compared to operating income of $10.5 million in the same period last year.

•Net income was $6.8 million, or $0.18 per diluted share, compared to net income of $8.3 million, or $0.21 per diluted share, in the same period last year. Non-GAAP net income was $11.6 million, or $0.30 per diluted share, compared to non-GAAP net income of $13.3 million, or $0.34 per diluted share in the same period last year.1

•Adjusted EBITDA was $16.9 million, compared to $17.6 million in the same period last year.

•Cash and cash equivalents were $43.3 million at June 30, 2026 compared to $70.5 million at December 31, 2025.

•OneSpan repurchased approximately 230,000 shares of its common stock for $2.9 million.

Recent Business Highlights

•OneSpan introduced DigipassONE™, a unified authentication platform that includes four components: DigipassONE Authenticate, DigipassONE Verify, DigipassONE Protect, and DigipassONE Insights.

•DigipassONE Authenticate builds on the foundation of the world’s broadest suite of authentication functionality—including passkeys, FIDO2 security keys, hardware tokens, mobile authenticators, and software authenticators—to deliver secure, phishing-resistant login and transaction signing.

•DigipassONE Verify simplifies the way organizations issue, manage, and verify identities across digital wallets. Verifiable credentials are designed to improve onboarding, authentication and trust by enabling cryptographically secure and tamper-proof identity verification. An early-access release of DigipassONE Verify was released in Q2.

•DigipassONE Protect strengthens the offering with our mobile application shielding technology, which protects mobile apps against tampering, abuse, and runtime threats, promoting reliability and trustworthiness for users.

•DigipassONE Insights ties it all together with telemetry and analytical insights across authentication flows and application protection signals, so that customers can better react to imminent threats or challenging operating environments.

•OneSpan’s Board of Directors has declared a quarterly cash dividend of $0.13 per share as part of the Company’s recurring quarterly dividend program. The dividend is payable on September 4, 2026 to shareholders of record as of the close of business on August 14, 2026.

Financial Outlook

OneSpan is updating its previously issued financial guidance to reflect increases in its revenue and Adjusted EBITDA expectations. For the Full Year 2026, the Company expects:

•Total revenue to be in the range of $248 million to $252 million, as compared to its previous guidance range of $244 million to $249 million.

•Software and services revenue to be in the range of $202 million to $204 million, as compared to its previous guidance range of $201 million to $204 million.

•Hardware revenue to be in the range of $46 million to $48 million, as compared to its previous guidance range of $43 million to $45 million.

•ARR to be in the range of $19

ospn-20250805false000104477700010447772025-08-052025-08-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 5, 2025

OneSpan Inc. (Exact name of registrant as specified in charter)

Delaware000-2438936-4169320 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

1 Marina Park Drive, Unit 1410 Boston, Massachusetts 02210 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (312) 766-4001 N/A (Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered Common SharesOSPNNASDAQ

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   o

ITEM 2.02 Results of Operations and Financial Condition On August 5, 2025, OneSpan Inc. issued a press release announcing certain financial results and other information for the quarter ended June 30, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information reported under Item 2.02 in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

ITEM 9.01 Financial Statements and Exhibits (d)Exhibits.

Exhibit NumberDescription 99.1Press release issued by OneSpan Inc. on August 5, 2025

104Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 5, 2025 OneSpan Inc.

/s/ Jorge Martell Jorge Martell Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

ospn-20250501false000104477700010447772025-05-012025-05-01

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 1, 2025

OneSpan Inc. (Exact name of registrant as specified in charter)

Delaware000-2438936-4169320 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

1 Marina Park Drive, Unit 1410 Boston, Massachusetts 02210 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (312) 766-4001 N/A (Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered Common SharesOSPNNASDAQ

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   o

ITEM 2.02 Results of Operations and Financial Condition On May 1, 2025, OneSpan Inc. issued a press release announcing certain financial results and other information for the quarter ended March 31, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information reported under Item 2.02 in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

ITEM 9.01 Financial Statements and Exhibits (d)Exhibits.

Exhibit NumberDescription 99.1Press release issued by OneSpan Inc. on May 1, 2025

104Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 1, 2025 OneSpan Inc.

/s/ Jorge Martell Jorge Martell Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)