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Form 8-K

sec.gov

8-K — BLACKLINE, INC.

Accession: 0001171843-26-003023

Filed: 2026-05-05

Period: 2026-05-05

CIK: 0001666134

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — f8k_050526.htm (Primary)

EX-99.1 — PRESS RELEASE (exh_991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: f8k_050526.htm · Sequence: 1

Form 8-K

False000166613400016661342026-05-052026-05-05iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

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 5, 2026

_______________________________

BLACKLINE, INC.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware 001-37924 46-3354276

(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

21300 Victory Boulevard, 12th Floor

Woodland Hills, California 91367

(Address of Principal Executive Offices) (Zip Code)

(818) 223-9008

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

_______________________________

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:

☐ 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))

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

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, par value $0.01 per share BL NASDAQ Global Select Market

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 ☐

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. ☐

Item 2.02. Results of Operations and Financial Condition.

On May 5, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number   Description

99.1   Press Release dated May 5, 2026

104   Cover 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.

BLACKLINE, INC.

Date: May 5, 2026 By:  /s/ PATRICK VILLANOVA

Patrick Villanova

Chief Financial Officer

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: exh_991.htm · Sequence: 2

EdgarFiling

EXHIBIT 99.1

BlackLine Announces First Quarter Financial Results

LOS ANGELES, May 05, 2026 (GLOBE NEWSWIRE) -- BlackLine, Inc. (Nasdaq: BL), today announced financial results for the first quarter ended March 31, 2026.

“BlackLine delivered a solid first quarter with accelerating revenue growth, operating leverage, and momentum from our platform strategy,” said Owen Ryan, CEO of BlackLine. “We are defining the future of the financial close with Agentic Financial Operations, turning our vision for trusted, auditable AI into commercial reality. The growing adoption of our Verity AI capabilities and Studio360 demonstrate that CFOs view BlackLine as the essential governance layer for the AI era. Driven by strong execution and a growing pipeline, we are raising our full-year outlook while continuing to deliver durable, profitable growth.”

First Quarter 2026 Financial Highlights

Total GAAP revenues of $183.2 million, an increase of 9.7% compared to the first quarter of 2025.

GAAP operating margin of 3.4%, compared to 2.1% in the first quarter of 2025.

Non-GAAP operating margin of 21.6%, compared to 20.9% in the first quarter of 2025.

GAAP net income attributable to BlackLine of $8.1 million, or $0.13 per diluted share compared to GAAP net income attributable to BlackLine of $6.1 million, or $0.10 per diluted share in the first quarter of 2025.

Non-GAAP net income attributable to BlackLine of $39.6 million, or $0.56 per diluted share compared to non-GAAP net income attributable to BlackLine of $36.3 million, or $0.49 per diluted share in the first quarter of 2025.

Billings of $173.7 million, an increase of 9.2% compared to the first quarter of 2025.

Remaining performance obligation of $1.1 billion, an increase of 17.9% compared to the first quarter of 2025.

Operating cash flow of $46.3 million, compared to $46.7 million in the first quarter of 2025.

Free cash flow of $35.8 million, compared to $32.6 million in the first quarter of 2025.

Repurchased approximately 1.2 million shares of common stock for $47.1 million as part of our share repurchase program under which approximately $217.4 million of buyback capacity remained at March 31, 2026.

First Quarter Key Metrics and Recent Business Highlights

BlackLine had a total of 4,301 customers at March 31, 2026.

Platform pricing Annual Recurring Revenue (ARR) as a percentage of eligible ARR, which excludes Solex and public sector ARR, was 13% at March 31, 2026.

Achieved a dollar-based net revenue retention rate of 105% at March 31, 2026.

Unveiled Agentic Financial Operations, a new operating model to solve key challenges of trust and governance of AI for finance and accounting.

Announced the creation of BlackLine’s first AI Innovation Hub located in New York City.

Hosted BeyondTheBlack London, BlackLine’s European-focused customer conference.

Hosted a virtual AI investor session, showcasing the Company’s AI innovation.

Announced the retirement of BlackLine’s founder, Therese Tucker.

The financial results included in this press release are preliminary and subject to final review. Financial results will not be final until BlackLine files its Quarterly Report on Form 10-Q for the period. Information about BlackLine’s use of non-GAAP financial measures is provided below under “Use of Non-GAAP Financial Measures.”

Financial Outlook

Second Quarter 2026

Total GAAP revenue is expected to be in the range of $186 million to $188 million.

Non-GAAP operating margin is expected to be in the range of 21.5% to 22.5%.

Non-GAAP net income attributable to BlackLine is expected to be in the range of $40 million to $42 million, or $0.57 to $0.59 per share on 73.3 million diluted weighted average shares outstanding.

Full Year 2026

Total GAAP revenue is expected to be in the range of $765 million to $769 million.

Non-GAAP operating margin is expected to be in the range of 24.0% to 24.5%.

Non-GAAP net income attributable to BlackLine is expected to be in the range of $174 million to $182 million, or $2.42 to $2.53 per share on 74.4 million diluted weighted average shares outstanding.

Guidance for non-GAAP operating margin, non-GAAP net income attributable to BlackLine, and non-GAAP net income per share attributable to BlackLine excludes specified items from the corresponding GAAP financial measures as outlined below under “Use of Non-GAAP Financial Measures” and as detailed in the reconciliations of non-GAAP measures for historical periods. Reconciliations of non-GAAP operating margin, non-GAAP net income attributable to BlackLine, and non-GAAP net income per share attributable to BlackLine guidance to the most directly comparable U.S. GAAP measures are not available on a forward-looking basis without unreasonable efforts due to the unpredictability and complexity of the charges excluded from these non-GAAP financial measures. The Company expects the variability of the above items could have a significant, and potentially unpredictable, impact on its future GAAP operating margin, net income attributable to BlackLine, and net income per share attributable to BlackLine.

Quarterly Conference Call

BlackLine will hold a conference call to discuss its first quarter results at 2:00 p.m. Pacific time on Tuesday, May 5, 2026. A live audio webcast will be accessible on BlackLine’s investor relations website at https://investors.blackline.com. Participants can preregister for the conference call. A replay of the webcast will be available at https://investors.blackline.com for 12 months. BlackLine has used, and intends to continue to use, its Investor Relations website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

About BlackLine

BlackLine (Nasdaq: BL), the future-ready platform for the Office of the CFO, drives digital finance transformation by empowering organizations with accurate, efficient, and intelligent financial operations. Built on the Studio360 platform, BlackLine unifies data, streamlines processes, and delivers real-time insights through automation and intelligence powered by Verity - a comprehensive suite of embedded, auditable AI capabilities that provides finance and accounting teams with a new digital workforce.

With a proven, collaborative approach and a track record of innovation supported by industry-leading R&D investment and world-class security practices, more than 4,300 customers across multiple industries partner with BlackLine to lead their organizations into the future.

For more information, please visit blackline.com.

Forward-looking Statements

This release and the conference call referenced above contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “intend,” “potential,” “would,” “continue,” “ongoing,” or the negative of these terms or other comparable terminology. Forward-looking statements in this release and quarterly conference call include, but are not limited to, statements regarding BlackLine’s future financial and operational performance, including, without limitation, GAAP and non-GAAP guidance for the second quarter and full year of 2026, the impact of progress against certain key initiatives, our expectations for our business, including the demand environment, BlackLine’s addressable market, market position and pipeline, our international growth, and our relationships with our customers and partners, including opportunities to expand those relationships.

Any forward-looking statements contained in this press release or the quarterly conference call are based upon BlackLine’s historical performance and its current plans, estimates and expectations, and are not a representation that such plans, estimates, or expectations will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management’s good-faith beliefs and assumptions as of that time with respect to future events, and are subject to risks and uncertainties. If any of these risks or uncertainties materialize or if any assumptions prove incorrect, actual performance or results may differ materially from those expressed in or suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to, risks related to the Company’s ability to attract new customers and expand sales to existing customers; the extent to which customers renew their subscription agreements or increase the number of users; the impact of current and future economic uncertainty and other unfavorable conditions in the Company's industry or the global economy; the Company’s ability to manage growth and scale effectively, including entry into new geographies; the Company’s ability to provide successful enhancements, new features and modifications to its software solutions; the Company’s ability to develop new products and software solutions and the success of any new product and service introductions; the Company's ability to effectively incorporate artificial intelligence and machine learning technologies (AI/ML) into its platform and business and the potential reputational harm or legal liability that may result from the use of AI/ML solutions and features; the success of the Company’s strategic relationships with technology vendors and business process outsourcers, channel partners and alliance partners; any breaches of the Company’s security measures; a disruption in the Company’s hosting network infrastructure; costs and reputational harm that could result from defects in the Company’s solutions; the loss of any key employees; continued strong demand for the Company’s software in the United States, Europe, Asia Pacific, and Latin America; the Company’s ability to compete as the financial close management provider for organizations; the timing and success of solutions offered by competitors including competitors' ability to incorporate AI/ML into products and offerings more quickly or successfully; changes in the proportion of the Company’s customer base that is comprised of enterprise or mid-sized organizations; the Company’s ability to expand and effectively manage its sales teams and their performance and productivity; fluctuations in our financial results due to long and increasingly variable sales cycles; failure to protect the Company’s intellectual property; the Company’s ability to integrate acquired businesses and technologies successfully or achieve the expected benefits of such transactions; unpredictable and uncertain macro and regional economic conditions; seasonality; changes in current tax or accounting rules; cyber attacks and the risk that the Company’s security measures may not be sufficient to secure its customer or confidential data adequately; acts of terrorism or other vandalism, war, or natural disasters including the effects of climate change; the impact of any determination of deficiencies or weaknesses in our internal controls and processes; and other risks and uncertainties described in the other filings we make with the Securities and Exchange Commission from time to time, including the risks described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission on February 26, 2026. Additional information will also be set forth in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. Forward-looking statements should not be read as a guarantee of future performance or results, and you should not place undue reliance on such statements. Except as required by law, we do not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. All of the information in this press release is subject to completion of our quarterly review process.

Use of Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles, or GAAP, BlackLine has provided in this release and the quarterly conference call held on May 5, 2026, certain financial measures that have not been prepared in accordance with GAAP defined as “non-GAAP financial measures,” which include (i) non-GAAP gross profit and non-GAAP gross margin, (ii) non-GAAP operating expenses, (iii) non-GAAP operating income and non-GAAP operating margin, (iv) non-GAAP net income attributable to BlackLine, Inc., (v) diluted non-GAAP net income per share attributable to BlackLine, Inc., and (vi) free cash flow.

BlackLine’s management uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to the corresponding GAAP measures, in evaluating BlackLine’s ongoing operational performance and trends and in comparing its financial measures with other companies in the same industry, many of which present similar non-GAAP financial measures to help investors understand the operational performance of their businesses. However, it is important to note that the particular items BlackLine excludes from, or includes in, its non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of the non-GAAP financial measures to such GAAP measures has been provided in the tables included as part of this press release.

Non-GAAP Gross Profit and Non-GAAP Gross Margin. Non-GAAP gross profit is defined as GAAP revenues less GAAP cost of revenue adjusted for amortization of acquired developed technology, stock-based compensation, and transaction-related costs (including, but not limited to, accounting, legal, and advisory fees related to the transaction, as well as transaction-related retention bonuses). Non-GAAP gross margin is defined as non-GAAP gross profit divided by GAAP revenues. BlackLine believes that presenting non-GAAP gross profit and non-GAAP gross margin is useful to investors as it eliminates the impact of certain non-cash expenses and allows a direct comparison of gross profit between periods.

Non-GAAP Operating Expenses. Non-GAAP operating expenses include (a) non-GAAP sales and marketing expense, (b) non-GAAP research and development expense, and (c) non-GAAP general and administrative expense. Non-GAAP sales and marketing expense is defined as GAAP sales and marketing expense adjusted for amortization of intangible assets, stock-based compensation, and transaction-related costs. Non-GAAP research and development expense is defined as GAAP research and development expense adjusted for stock-based compensation and transaction-related costs. Non-GAAP general and administrative expense is defined as GAAP general and administrative expense adjusted for amortization of intangible assets, stock-based compensation, change in fair value of contingent consideration, transaction-related costs, restructuring costs, and legal settlement gains or costs. BlackLine believes that presenting each of the non-GAAP operating expenses is useful to investors as it eliminates the impact of certain cash and non-cash expenses and allows a direct comparison of operating expenses between periods.

Non-GAAP Income from Operations and Non-GAAP Operating Margin. Non-GAAP income from operations is defined as GAAP income from operations adjusted for amortization of intangible assets, stock-based compensation, change in fair value of contingent consideration, transaction-related costs, restructuring costs, and legal settlement gains or costs. Non-GAAP operating margin is defined as non-GAAP income from operations divided by GAAP revenues. BlackLine believes that presenting non-GAAP income from operations and non-GAAP operating margin is useful to investors as it eliminates the impact of items that have been impacted by the Company’s acquisitions and other related costs in order to allow a direct comparison of income from operations between all periods presented.

Non-GAAP Net Income Attributable to BlackLine and Diluted Non-GAAP Net Income Per Share Attributable to BlackLine, Inc. Non-GAAP net income attributable to BlackLine is defined as GAAP net income attributable to BlackLine adjusted for the income tax effects of acquisitions, stock-based compensation shortfalls and windfalls, and the discrete tax impact of other non-GAAP adjustments, amortization of intangible assets, stock-based compensation, amortization of debt issuance costs from our convertible senior notes, change in fair value of contingent consideration, transaction-related costs, restructuring costs, legal settlement gains or costs, adjustment to the redeemable non-controlling interest to the redemption amount, and gain on extinguishment of convertible senior notes. Diluted non-GAAP net income per share attributable to BlackLine, Inc. includes the adjustment for shares resulting from the elimination of stock-based compensation. BlackLine believes that presenting non-GAAP net income attributable to BlackLine is useful to investors as it eliminates the impact of items that have been impacted by the Company’s acquisitions and other related costs to allow a direct comparison of net income between all periods presented.

Free Cash Flow. Free cash flow is defined as cash flows provided by operating activities less cash flows used to purchase property and equipment, financed and otherwise, capitalized software development, and intangible assets. BlackLine believes that presenting free cash flow is useful to investors as it provides a measure of the Company’s liquidity used by management to evaluate the amount of cash generated by the Company’s business including the impact of purchases of property and equipment and cost of capitalized software development.

Use of Operating Metrics

BlackLine has provided in this release and the quarterly conference call held on May 5, 2026 certain operating metrics, including (i) number of customers, (ii) Platform pricing ARR as a percentage of eligible ARR, and (iii) dollar-based net revenue retention rate, which BlackLine uses to evaluate its business, measure its performance, identify trends affecting its business, formulate financial projections and make strategic decisions.

Number of Customers. A customer is defined as a company that contributes to our subscription and support revenue as of the measurement date. In situations where an organization has multiple subsidiaries or divisions, each entity that is invoiced as a separate entity is treated as a separate customer. In an instance where an existing customer requests its invoice be divided for the sole purpose of restructuring its internal billing arrangement without any incremental increase in revenue, such customer continues to be treated as a single customer. BlackLine believes that its ability to expand its customer base is an indicator of the Company’s market penetration and the growth of its business.

Platform Pricing ARR as a Percentage of Eligible ARR. Platform pricing ARR as a percentage of eligible ARR is calculated as platform annual recurring revenue divided by our eligible annual recurring revenue. We define eligible ARR as total annual recurring revenue, excluding revenue from SAP solutions-extensions (“SolEx”) and the public sector.

Dollar-based Net Revenue Retention Rate. Dollar-based net revenue retention rate is calculated as the implied monthly subscription and support revenue at the end of a period for the base set of customers from which the Company generated subscription revenue in the year prior to the calculation, divided by the implied monthly subscription and support revenue one year prior to the date of calculation for that same customer base. This calculation does not reflect implied monthly subscription and support revenue for new customers added during the one-year period but does include the effect of customers who terminated during the period. Implied monthly subscription and support revenue is defined as the total amount of minimum subscription and support revenue contractually committed to, under each of BlackLine’s customer agreements over the entire term of the agreement, divided by the number of months in the term of the agreement. BlackLine believes that dollar-based net revenue retention rate is an important metric to measure the long-term value of customer agreements and the Company’s ability to retain and grow its relationships with existing customers over time.

Investor Contact:

Matt Humphries, CFA

matt.humphries@blackline.com

BlackLine, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

(unaudited)

March 31, 2026   December 31, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 242,041     $ 390,034

Marketable securities   283,030       388,178

Accounts receivable, net of allowances   174,890       218,100

Prepaid expenses and other current assets   32,141       28,897

Total current assets   732,102       1,025,209

Capitalized software development costs, net   50,689       49,494

Property and equipment, net   12,957       13,255

Intangible assets, net   45,569       49,352

Goodwill   465,715       465,804

Operating lease right-of-use assets   19,531       22,756

Deferred tax assets, net   37,739       39,341

Other assets   91,216       94,308

Total assets $ 1,455,518     $ 1,759,519

LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST, AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable $ 5,846     $ 15,523

Accrued expenses and other current liabilities   59,421       76,790

Deferred revenue, current   359,598       368,593

Finance lease liabilities, current   13       12

Operating lease liabilities, current   4,856       4,436

Convertible senior notes, net, current   —       230,023

Total current liabilities   429,734       695,377

Finance lease liabilities, noncurrent   37       40

Operating lease liabilities, noncurrent   15,737       19,850

Convertible senior notes, net, noncurrent   666,678       666,046

Deferred tax liabilities, net   4,585       5,244

Deferred revenue, noncurrent   447       922

Other long-term liabilities   779       593

Total liabilities   1,117,997       1,388,072

Commitments and contingencies

Redeemable non-controlling interest   31,571       39,121

Stockholders' equity:

Common stock   592       599

Additional paid-in capital   327,307       356,841

Accumulated other comprehensive loss   (628 )     (296 )

Accumulated deficit   (21,321 )     (24,818 )

Total stockholders' equity   305,950       332,326

Total liabilities, redeemable non-controlling interest, and stockholders' equity $ 1,455,518     $ 1,759,519

BlackLine, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

Quarter Ended

March 31,

2026       2025

Revenues

Subscription and support $ 173,714     $ 158,462

Professional services   9,441       8,469

Total revenues   183,155       166,931

Cost of revenues

Subscription and support   36,436       34,130

Professional services   7,569       6,794

Total cost of revenues   44,005       40,924

Gross profit   139,150       126,007

Operating expenses

Sales and marketing   67,421       63,063

Research and development   30,560       25,725

General and administrative   33,241       28,345

Restructuring costs   1,693       5,299

Total operating expenses   132,915       122,432

Income from operations   6,235       3,575

Other income (expense)

Interest income   6,058       8,892

Interest expense   (2,494 )     (2,522 )

Other income, net   3,564       6,370

Income before income taxes   9,799       9,945

Provision for income taxes   5,908       4,671

Net income   3,891       5,274

Net income attributable to redeemable non-controlling interest   394       397

Adjustment attributable to redeemable non-controlling interest   (4,629 )     (1,178 )

Net income attributable to BlackLine, Inc. $ 8,126     $ 6,055

Basic net income per share attributable to BlackLine, Inc. $ 0.14     $ 0.10

Shares used to calculate basic net income per share   59,439       62,822

Diluted net income per share attributable to BlackLine, Inc. $ 0.13     $ 0.10

Shares used to calculate diluted net income per share   69,835       64,839

BlackLine, Inc.

Calculation of Diluted Net Income Per Share

(in thousands, except per share data)

(unaudited)

Quarter Ended

March 31,

2026     2025

Diluted Net Income Per Share

Numerator:

Net income attributable to BlackLine, Inc. $ 8,126   $ 6,055

Interest expense, net of taxes   1,041     125

Net income attributable to BlackLine, Inc. for diluted calculation $ 9,167   $ 6,180

Denominator:

Weighted average shares   59,439     62,822

Dilutive effect of securities   538     632

Dilutive effect of convertible senior notes   9,858     1,385

Shares used to calculate diluted net income per share   69,835     64,839

Diluted net income per share attributable to BlackLine, Inc. $ 0.13   $ 0.10

BlackLine, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

Quarter Ended

March 31,

2026       2025

Cash flows from operating activities

Net income attributable to BlackLine, Inc. $ 8,126     $ 6,055

Net income and adjustment attributable to redeemable non-controlling interest   (4,235 )     (781 )

Net income   3,891       5,274

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization   12,166       11,498

Amortization of debt issuance costs   805       834

Stock-based compensation   23,741       18,574

Noncash lease expense   1,545       1,397

Accretion of purchase discounts on marketable securities, net   (2,544 )     (1,968 )

Net foreign currency (gains) losses   122       (227 )

Deferred income taxes   979       (1,313 )

Provision for (benefit from) credit losses   (3 )     56

Changes in operating assets and liabilities:

Accounts receivable   41,862       32,737

Prepaid expenses and other current assets   (3,308 )     (1,878 )

Other assets   3,106       (517 )

Accounts payable   (7,716 )     (3,590 )

Accrued expenses and other current liabilities   (17,477 )     (6,631 )

Deferred revenue   (9,455 )     (8,024 )

Operating lease liabilities   (1,628 )     (1,510 )

Lease incentive receipts   —       30

Other long-term liabilities   210       2,000

Net cash provided by operating activities   46,296       46,742

Cash flows from investing activities

Purchases of marketable securities   (68,490 )     (384,923 )

Proceeds from maturities of marketable securities   174,272       —

Proceeds from sales of marketable securities   1,626       —

Capitalized software development costs   (8,411 )     (8,167 )

Purchases of property and equipment   (2,117 )     (5,951 )

Net cash provided by (used in) investing activities   96,880       (399,041 )

Cash flows from financing activities

Purchase of additional redeemable non-controlling interest   (3,291 )     —

Repayment of convertible senior notes   (230,196 )     —

Principal payments under finance lease obligations   (3 )     (57 )

Repurchases of common stock   (45,990 )     (45,451 )

Proceeds from exercises of stock options   59       2,136

Proceeds from exercises of stock options - redeemable non-controlling interest   152       —

Acquisition of common stock for tax withholding obligations   (11,763 )     (10,939 )

Net cash used in financing activities   (291,032 )     (54,311 )

Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash   (137 )     240

Net decrease in cash, cash equivalents, and restricted cash   (147,993 )     (406,370 )

Cash, cash equivalents, and restricted cash, beginning of period   390,220       886,147

Cash, cash equivalents, and restricted cash, end of period $ 242,227     $ 479,777

Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets:

Cash and cash equivalents at end of period $ 242,041     $ 479,536

Restricted cash included within prepaid expenses and other current assets at end of period   186       —

Restricted cash included within other assets at end of period   —       241

Total cash, cash equivalents, and restricted cash at end of period shown in the condensed consolidated statements of cash flows $ 242,227     $ 479,777

BlackLine, Inc.

Reconciliations of Non-GAAP Financial Measures

(in thousands, except percentages and per share data)

(unaudited)

Quarter Ended

March 31,

2026       2025

Non-GAAP Gross Profit:

Gross profit $ 139,150     $ 126,007

Amortization of acquired developed technology   3,522       3,173

Stock-based compensation   4,281       3,646

Transaction-related costs   —       8

Total non-GAAP gross profit $ 146,953     $ 132,834

Gross margin   76.0 %     75.5 %

Non-GAAP gross margin   80.2 %     79.6 %

Non-GAAP Operating Income:

Operating income $ 6,235     $ 3,575

Amortization of intangible assets   3,783       3,650

Stock-based compensation   24,785       19,419

Transaction-related costs   2,923       3,010

Restructuring and legal settlement costs   1,878       5,299

Total non-GAAP operating income $ 39,604     $ 34,953

GAAP operating margin   3.4 %     2.1 %

Non-GAAP operating margin   21.6 %     20.9 %

Non-GAAP Net Income Attributable to BlackLine, Inc.:

Net income attributable to BlackLine, Inc. $ 8,126     $ 6,055

Provision for (benefit from) income taxes   1,935       (654 )

Amortization of intangible assets   3,783       3,650

Stock-based compensation   24,785       19,308

Amortization of debt issuance costs   805       834

Transaction-related costs   2,923       3,010

Restructuring and legal settlement costs   1,878       5,299

Adjustment to redeemable non-controlling interest   (4,629 )     (1,178 )

Total non-GAAP net income attributable to BlackLine, Inc. $ 39,606     $ 36,324

Basic Non-GAAP Net Income Per Share Attributable to BlackLine, Inc.:

Basic non-GAAP net income per share attributable to BlackLine, Inc. $ 0.67     $ 0.58

Shares used to calculate basic non-GAAP net income per share   59,439       62,822

Diluted Non-GAAP Net Income Per Share Attributable to BlackLine, Inc.

Numerator:

Non-GAAP net income attributable to BlackLine, Inc. $ 39,606     $ 36,324

Interest expense, net of taxes   1,535       1,472

Non-GAAP net income attributable to BlackLine, Inc. for diluted calculation $ 41,141     $ 37,796

Denominator:

Weighted average shares   59,439       62,822

Dilutive effect of securities   3,733       2,985

Dilutive effect of convertible senior notes   9,858       11,243

Shares used to calculate diluted non-GAAP net income per share   73,030       77,050

Diluted non-GAAP net income per share attributable to BlackLine, Inc. $ 0.56     $ 0.49

Non-GAAP Sales and Marketing Expense:

Sales and marketing expense $ 67,421     $ 63,063

Amortization of intangible assets   (182 )     (398 )

Stock-based compensation   (6,947 )     (6,044 )

Transaction-related costs   —       (10 )

Total non-GAAP sales and marketing expense $ 60,292     $ 56,611

Non-GAAP Research and Development Expense:

Research and development expense $ 30,560     $ 25,725

Stock-based compensation   (4,732 )     (3,350 )

Transaction-related costs   —       (21 )

Total non-GAAP research and development expense $ 25,828     $ 22,354

Non-GAAP General and Administrative Expense:

General and administrative expense $ 33,241     $ 28,345

Amortization of intangible assets   (79 )     (79 )

Stock-based compensation   (8,825 )     (6,379 )

Transaction-related costs   (2,923 )     (2,971 )

Restructuring and legal settlement costs   (185 )     —

Total non-GAAP general and administrative expense $ 21,229     $ 18,916

Total Non-GAAP Operating Expenses $ 107,349     $ 97,881

Free Cash Flow

Net cash provided by operating activities $ 46,296     $ 46,742

Capitalized software development costs   (8,411 )     (8,167 )

Purchases of property and equipment   (2,117 )     (5,951 )

Free cash flow $ 35,768     $ 32,624

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