Form 8-K

8-K — BLACKLINE, INC.

Accession: 0001171843-26-005201

Filed: 2026-08-04

Period: 2026-08-04

CIK: 0001666134

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — f8k_080426.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_080426.htm · Sequence: 1

Form 8-K

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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 4, 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 August 4, 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 August 4, 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: August 4, 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 Second Quarter Financial Results

LOS ANGELES, Aug. 04, 2026 (GLOBE NEWSWIRE) -- BlackLine, Inc. (Nasdaq: BL), today announced financial results for the second quarter ended June 30, 2026.

“I believe the first half of 2026 will prove to be the most consequential period in BlackLine's history,” said Owen Ryan, CEO of BlackLine. “AI is reshaping the Office of the CFO, and we are meeting that moment. Our platform strategy is maturing and adoption of our Verity agents is accelerating across our base. That usage is now monetizing on two fronts, driving conversion to our platform and starting to generate direct revenue from our Verity agentic offerings.”

“The world's most sophisticated enterprises are deepening their commitments to BlackLine,” Ryan continued. “Deal timing was noisy this quarter as customers work through more rigorous, AI-driven evaluations, but the demand behind those opportunities is strong and durable, and we are more confident than ever in the growing momentum across our business.”

Second Quarter 2026 Financial Highlights

Total GAAP revenues of $187.8 million, an increase of 9.2% compared to the second quarter of 2025.

GAAP operating margin of 5.9%, compared to 4.4% in the second quarter of 2025.

Non-GAAP operating margin of 23.3%, compared to 22.1% in the second quarter of 2025.

GAAP net income attributable to BlackLine of $16.5 million, or $0.27 per diluted share compared to GAAP net income attributable to BlackLine of $8.3 million, or $0.13 per diluted share in the second quarter of 2025.

Non-GAAP net income attributable to BlackLine of $42.9 million, or $0.61 per diluted share compared to non-GAAP net income attributable to BlackLine of $37.9 million, or $0.51 per diluted share in the second quarter of 2025.

Billings of $193.0 million, an increase of 5.9% compared to the second quarter of 2025.

Remaining performance obligation of $1.1 billion, an increase of 16.8% compared to the second quarter of 2025.

Operating cash flow of $45.0 million, compared to $32.3 million in the second quarter of 2025.

Free cash flow of $36.5 million, compared to $25.4 million in the second quarter of 2025.

Repurchased approximately 1.2 million shares of common stock for $37.7 million as part of our share repurchase program under which approximately $179.7 million of buyback capacity remained at June 30, 2026.

Second Quarter Key Metrics and Recent Business Highlights

BlackLine had a total of 4,260 customers at June 30, 2026.

Platform pricing Annual Recurring Revenue (ARR) as a percentage of eligible ARR, which excludes SolEx and public sector ARR, was 17% at June 30, 2026.

Achieved a dollar-based net revenue retention rate of 102% at June 30, 2026.

Announced a $100 million increase to the Company’s stock buyback program.

Verity Prepare, BlackLine’s agentic reconciliations agent, achieved general availability in July.

Announced the expansion of BlackLine’s Agentic Financial Operations Platform via the Finance Control Console.

Earned industry recognition for AI innovation and customer trust from Tech Ascension Awards and TrustRadius.

Hosted BeyondTheBlack Paris, BlackLine’s France and EMEA region customer conference.

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

Third Quarter 2026

Total GAAP revenue is expected to be in the range of $193 million to $195 million.

Non-GAAP operating margin is expected to be in the range of 24.5% to 25.5%.

Non-GAAP net income attributable to BlackLine is expected to be in the range of $45 million to $47 million, or $0.62 to $0.65 per share on 74.5 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 24.1% to 24.6%.

Non-GAAP net income attributable to BlackLine is expected to be in the range of $177 million to $182 million, or $2.47 to $2.54 per share on 74.0 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 second quarter results at 2:00 p.m. Pacific time on Tuesday, August 4, 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), is the trust infrastructure for the AI era of finance: a future where finance drives the agentic era with intelligence, integrity, and trust rising together. The BlackLine Agentic Financial Operations Platform™, powered by Studio360 and Verity™ AI, is where the Office of the CFO scales AI across Record-to-Report, Invoice-to-Cash, and the processes where finance owns the controls and demands integrity at every step.

By unifying data, embedding AI, and engineering trust into every action, BlackLine moves finance and accounting beyond reporting on the business to orchestrating it in real time.

Supported by industry-leading R&D investment and world-class security practices, approximately 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 third 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; 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 or any breaches of the Company’s security measures 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 June 30, 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 August 4, 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 August 4, 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)

June 30, 2026 December 31, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 242,897 $ 390,034

Marketable securities 284,863 388,178

Accounts receivable, net of allowances 190,185 218,100

Prepaid expenses and other current assets 29,685 28,897

Total current assets 747,630 1,025,209

Capitalized software development costs, net 52,013 49,494

Property and equipment, net 15,555 13,255

Intangible assets, net 41,768 49,352

Goodwill 465,715 465,804

Operating lease right-of-use assets 21,024 22,756

Deferred tax assets, net 35,652 39,341

Other assets 89,579 94,308

Total assets $ 1,468,936 $ 1,759,519

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

Current liabilities:

Accounts payable $ 6,323 $ 15,523

Accrued expenses and other current liabilities 60,145 76,790

Deferred revenue, current 363,684 368,593

Finance lease liabilities, current 13 12

Operating lease liabilities, current 4,354 4,436

Convertible senior notes, net, current — 230,023

Total current liabilities 434,519 695,377

Finance lease liabilities, noncurrent 2,212 40

Operating lease liabilities, noncurrent 16,842 19,850

Convertible senior notes, net, noncurrent 667,319 666,046

Deferred tax liabilities, net 4,906 5,244

Deferred revenue, noncurrent 1,568 922

Other long-term liabilities 1,103 593

Total liabilities 1,128,469 1,388,072

Commitments and contingencies

Redeemable non-controlling interest 24,293 39,121

Stockholders' equity:

Common stock 584 599

Additional paid-in capital 329,461 356,841

Accumulated other comprehensive loss (881 ) (296 )

Accumulated deficit (12,990 ) (24,818 )

Total stockholders' equity 316,174 332,326

Total liabilities, redeemable non-controlling interest, and stockholders' equity $ 1,468,936 $ 1,759,519

BlackLine, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

Quarter Ended Six Months Ended

June 30, June 30,

2026 2025 2026 2025

Revenues

Subscription and support $ 177,856 $ 163,027 $ 351,570 $ 321,489

Professional services 9,966 8,998 19,407 17,467

Total revenues 187,822 172,025 370,977 338,956

Cost of revenues

Subscription and support 37,509 35,189 73,945 69,319

Professional services 7,635 7,433 15,204 14,227

Total cost of revenues 45,144 42,622 89,149 83,546

Gross profit 142,678 129,403 281,828 255,410

Operating expenses

Sales and marketing 68,489 64,712 135,910 127,775

Research and development 31,294 27,964 61,854 53,689

General and administrative 30,788 28,138 64,029 56,483

Restructuring costs 1,117 1,044 2,810 6,343

Total operating expenses 131,688 121,858 264,603 244,290

Income from operations 10,990 7,545 17,225 11,120

Other income (expense)

Interest income 4,138 8,555 10,196 17,447

Interest expense (2,360 ) (2,533 ) (4,854 ) (5,055 )

Other income, net 1,778 6,022 5,342 12,392

Income before income taxes 12,768 13,567 22,567 23,512

Provision for income taxes 3,500 6,176 9,408 10,847

Net income 9,268 7,391 13,159 12,665

Net income attributable to redeemable non-controlling interest 937 660 1,331 1,057

Adjustment attributable to redeemable non-controlling interest (8,150 ) (1,561 ) (12,779 ) (2,739 )

Net income attributable to BlackLine, Inc. $ 16,481 $ 8,292 $ 24,607 $ 14,347

Basic net income per share attributable to BlackLine, Inc. $ 0.28 $ 0.13 $ 0.42 $ 0.23

Shares used to calculate basic net income per share 58,529 62,143 58,981 62,481

Diluted net income per share attributable to BlackLine, Inc. $ 0.27 $ 0.13 $ 0.40 $ 0.23

Shares used to calculate diluted net income per share 68,558 64,004 69,192 64,420

BlackLine, Inc.

Calculation of Diluted Net Income Per Share

(in thousands, except per share data)

(unaudited)

Quarter Ended Six Months Ended

June 30, June 30,

2026 2025 2026 2025

Diluted Net Income Per Share

Numerator:

Net income attributable to BlackLine, Inc. $ 16,481 $ 8,292 $ 24,607 $ 14,347

Interest expense, net of taxes 1,710 130 2,751 255

Net income attributable to BlackLine, Inc. for diluted calculation $ 18,191 $ 8,422 $ 27,358 $ 14,602

Denominator:

Weighted average shares 58,529 62,143 58,981 62,481

Dilutive effect of securities 171 476 353 554

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

Shares used to calculate diluted net income per share 68,558 64,004 69,192 64,420

Diluted net income per share attributable to BlackLine, Inc. $ 0.27 $ 0.13 $ 0.40 $ 0.23

BlackLine, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

Quarter Ended Six Months Ended

June 30, June 30,

2026 2025 2026 2025

Cash flows from operating activities

Net income attributable to BlackLine, Inc. $ 16,481 $ 8,292 $ 24,607 $ 14,347

Net income and adjustment attributable to redeemable non-controlling interest (7,213 ) (901 ) (11,448 ) (1,682 )

Net income 9,268 7,391 13,159 12,665

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

Depreciation and amortization 12,393 11,475 24,559 22,973

Amortization of debt issuance costs 641 845 1,446 1,679

Stock-based compensation 27,481 24,657 51,222 43,231

Noncash lease expense 1,399 1,297 2,944 2,694

Reductions in noncash lease liabilities (351 ) — (351 ) —

Gains on disposal of fixed assets (23 ) — (23 ) —

Realized gains on sales of marketable securities (7 ) — (7 ) —

Accretion of purchase discounts on marketable securities, net (1,853 ) (3,393 ) (4,397 ) (5,361 )

Net foreign currency (gains) losses (271 ) 788 (149 ) 561

Deferred income taxes 2,406 (921 ) 3,385 (2,234 )

Provision for credit losses 22 19 19 75

Changes in operating assets and liabilities:

Accounts receivable (15,080 ) (27,269 ) 26,782 5,468

Prepaid expenses and other current assets 2,429 6,666 (879 ) 4,788

Other assets 1,637 (911 ) 4,743 (1,428 )

Accounts payable 728 6,119 (6,988 ) 2,529

Accrued expenses and other current liabilities 670 (6,358 ) (16,807 ) (12,989 )

Deferred revenue 5,197 10,272 (4,258 ) 2,248

Operating lease liabilities (2,015 ) (1,729 ) (3,643 ) (3,239 )

Lease incentive receipts — — — 30

Other long-term liabilities 320 3,397 530 5,397

Net cash provided by operating activities 44,991 32,345 91,287 79,087

Cash flows from investing activities

Purchases of marketable securities (122,793 ) (92,017 ) (191,283 ) (476,940 )

Proceeds from maturities of marketable securities 122,650 84,000 296,922 84,000

Proceeds from sales of marketable securities — — 1,626 —

Capitalized software development costs (6,609 ) (5,994 ) (15,020 ) (14,161 )

Purchases of property and equipment (1,917 ) (966 ) (4,034 ) (6,917 )

Net cash provided by (used in) investing activities (8,669 ) (14,977 ) 88,211 (414,018 )

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 ) (3 ) (6 ) (60 )

Lease incentive receipts - finance leases 37 — 37 —

Repurchases of common stock (38,460 ) (43,332 ) (84,450 ) (88,783 )

Proceeds from exercises of stock options 349 2,882 408 5,018

Proceeds from employee stock purchase plan 4,086 4,592 4,086 4,592

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

Acquisition of common stock for tax withholding obligations (1,340 ) (2,052 ) (13,103 ) (12,991 )

Net cash used in financing activities (35,331 ) (37,913 ) (326,363 ) (92,224 )

Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash (139 ) 170 (276 ) 410

Net increase (decrease) in cash, cash equivalents, and restricted cash 852 (20,375 ) (147,141 ) (426,745 )

Cash, cash equivalents, and restricted cash, beginning of period 242,227 479,777 390,220 886,147

Cash, cash equivalents, and restricted cash, end of period $ 243,079 $ 459,402 $ 243,079 $ 459,402

Reconciliation of cash, cash equivalents, and restricted cash to the

condensed consolidated balance sheets:

Cash and cash equivalents at end of period $ 242,897 $ 459,141 $ 242,897 $ 459,141

Restricted cash included within prepaid expenses and other current assets at end of period 182 — 182 —

Restricted cash included within other assets at end of period — 261 — 261

Total cash, cash equivalents, and restricted cash at end of period

shown in the condensed consolidated statements of cash flows $ 243,079 $ 459,402 $ 243,079 $ 459,402

BlackLine, Inc.

Reconciliations of Non-GAAP Financial Measures

(in thousands, except percentages and per share data)

(unaudited)

Quarter Ended Six Months Ended

June 30, June 30,

2026 2025 2026 2025

Non-GAAP Gross Profit:

Gross profit $ 142,678 $ 129,403 $ 281,828 $ 255,410

Amortization of acquired developed technology 3,541 3,207 7,063 6,380

Stock-based compensation 4,725 4,535 9,006 8,181

Transaction-related costs — — — 8

Total non-GAAP gross profit $ 150,944 $ 137,145 $ 297,897 $ 269,979

Gross margin 76.0 % 75.2 % 76.0 % 75.4 %

Non-GAAP gross margin 80.4 % 79.7 % 80.3 % 79.7 %

Non-GAAP Operating Income:

Operating income $ 10,990 $ 7,545 $ 17,225 $ 11,120

Amortization of intangible assets 3,801 3,468 7,584 7,118

Stock-based compensation 28,566 25,571 53,351 44,990

Transaction-related costs — 128 2,923 3,138

Restructuring and legal settlement costs 455 1,295 2,333 6,594

Total non-GAAP operating income $ 43,812 $ 38,007 $ 83,416 $ 72,960

GAAP operating margin 5.9 % 4.4 % 4.6 % 3.3 %

Non-GAAP operating margin 23.3 % 22.1 % 22.5 % 21.5 %

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

Net income attributable to BlackLine, Inc. $ 16,481 $ 8,292 $ 24,607 $ 14,347

Provision for (benefit from) income taxes 1,115 (12 ) 3,050 (666 )

Amortization of intangible assets 3,801 3,468 7,584 7,118

Stock-based compensation 28,566 25,447 53,351 44,755

Amortization of debt issuance costs 641 845 1,446 1,679

Transaction-related costs — 128 2,923 3,138

Restructuring and legal settlement costs 455 1,295 2,333 6,594

Adjustment to redeemable non-controlling interest (8,150 ) (1,561 ) (12,779 ) (2,739 )

Total non-GAAP net income attributable to BlackLine, Inc. $ 42,909 $ 37,902 $ 82,515 $ 74,226

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

Basic non-GAAP net income per share attributable to BlackLine, Inc. $ 0.73 $ 0.61 $ 1.40 $ 1.19

Shares used to calculate basic non-GAAP net income per share 58,529 62,143 58,981 62,481

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

Numerator:

Non-GAAP net income attributable to BlackLine, Inc. $ 42,909 $ 37,902 $ 82,515 $ 74,226

Interest expense, net of taxes 1,599 1,451 3,134 2,923

Non-GAAP net income attributable to BlackLine, Inc. for diluted calculation $ 44,508 $ 39,353 $ 85,649 $ 77,149

Denominator:

Weighted average shares 58,529 62,143 58,981 62,481

Dilutive effect of securities 5,127 4,351 4,434 3,672

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

Shares used to calculate diluted non-GAAP net income per share 73,514 77,737 73,273 77,396

Diluted non-GAAP net income per share attributable to BlackLine, Inc. $ 0.61 $ 0.51 $ 1.17 $ 1.00

Non-GAAP Sales and Marketing Expense:

Sales and marketing expense $ 68,489 $ 64,712 $ 135,910 $ 127,775

Amortization of intangible assets (182 ) (183 ) (364 ) (581 )

Stock-based compensation (8,368 ) (6,900 ) (15,315 ) (12,944 )

Transaction-related costs — — — (10 )

Total non-GAAP sales and marketing expense $ 59,939 $ 57,629 $ 120,231 $ 114,240

Non-GAAP Research and Development Expense:

Research and development expense $ 31,294 $ 27,964 $ 61,854 $ 53,689

Stock-based compensation (5,471 ) (4,451 ) (10,203 ) (7,801 )

Transaction-related costs — — — (21 )

Total non-GAAP research and development expense $ 25,823 $ 23,513 $ 51,651 $ 45,867

Non-GAAP General and Administrative Expense:

General and administrative expense $ 30,788 $ 28,138 $ 64,029 $ 56,483

Amortization of intangible assets (78 ) (78 ) (157 ) (157 )

Stock-based compensation (10,002 ) (9,685 ) (18,827 ) (16,064 )

Transaction-related costs — (128 ) (2,923 ) (3,099 )

Restructuring and legal settlement costs 662 (251 ) 477 (251 )

Total non-GAAP general and administrative expense $ 21,370 $ 17,996 $ 42,599 $ 36,912

Total Non-GAAP Operating Expenses $ 107,132 $ 99,138 $ 214,481 $ 197,019

Free Cash Flow

Net cash provided by operating activities $ 44,991 $ 32,345 $ 91,287 $ 79,087

Capitalized software development costs (6,609 ) (5,994 ) (15,020 ) (14,161 )

Purchases of property and equipment (1,917 ) (966 ) (4,034 ) (6,917 )

Free cash flow $ 36,465 $ 25,385 $ 72,233 $ 58,009

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