Transaction details and holdings
Varonis Systems Inc (NASDAQ: VRNS) reported an insider purchase by its CEO, President and Chairman Yakov Faitelson. According to a Form 4 filed with the U.S. Securities and Exchange Commission, Faitelson bought 26,725 shares of the company’s common stock on February 9, 2026, at a price of $22.41 per share. The aggregate cost of that transaction was $598,907.
In addition to the open-market purchase, the filing shows Faitelson received 315,674 shares on February 6, 2026, at a price of $0. These shares were granted in the form of restricted stock units. The RSUs are scheduled to vest in equal annual installments beginning on February 26, 2027.
Related transfers and family trust movements
The Form 4 also records several transfers executed on February 9, 2026. Faitelson gifted 47,000 shares to his spouse and 40,000 shares to an irrevocable trust established for his children. Separately, his spouse moved 31,928 shares into a trust in which Faitelson retains a pecuniary interest. The filings reflect those intra-family transfers alongside the CEO’s new purchases and RSU grant.
Market context and valuation note
At the time the purchase was reported, Varonis common stock was trading at $26.27, a level above Faitelson’s purchase price but considerably below the company’s 52-week high of $63.90. The company’s shares have fallen by more than 51% over the past six months. Market capitalization stands at $3.07 billion, and the company’s balance sheet shows it holds more cash than debt.
An analysis referenced in the filing context indicates the cybersecurity firm is slightly undervalued based on a Fair Value assessment.
Corporate moves and quarterly performance
Varonis recently announced a strategic acquisition, agreeing to purchase AllTrue.ai for $125 million in cash. The company framed the deal as a means to strengthen its capabilities in AI Trust, Risk, and Security Management.
Financially, Varonis reported fourth-quarter results that surpassed FactSet consensus estimates for revenue, annual recurring revenue (ARR), and operating income. Those results were acknowledged by at least one major analyst firm in their coverage updates.
Analyst reactions and guidance considerations
Analysts have responded with a mix of optimism and caution. Cantor Fitzgerald kept an Overweight rating on the stock but reduced its price target to $35, citing a modest outlook. DA Davidson issued multiple changes in public commentary: one note lowered its price target on Varonis to $25 on the basis of weak guidance for calendar year 2026, forecasting ARR growth of roughly 10% compared with a consensus estimate of 13%; another communication from DA Davidson upgraded the company from Neutral to Buy and raised its price target to $30, reflecting a more positive growth assessment. Piper Sandler maintained an Overweight rating, citing execution improvements including a record number of SaaS conversions and higher renewal rates.
What the filings and moves show
The combination of an insider purchase, a substantial RSU award, intra-family share transfers and an acquisition focused on AI-related risk and security tools presents a complex set of signals. Management’s activity in accumulating stock is notable against the backdrop of a share price that has declined sharply in recent months, while the company’s operating results for the latest quarter topped consensus expectations.
Key takeaways and next steps for readers
- Management increased its economic exposure through a direct purchase and a sizable RSU grant scheduled to vest starting February 26, 2027.
- Varonis is investing in AI trust and security capabilities via a $125 million cash acquisition of AllTrue.ai.
- Analysts issued mixed responses, with ratings largely positive but price targets adjusted both downward and upward amid concerns about guidance for 2026.
Investors monitoring Varonis will likely weigh insider activity and the acquisition alongside guidance and ARR growth expectations as the company executes on its AI-related strategy.