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# Varonis Tells Partners 'Nothing Changes' Until Proofpoint Combination Closes, Expected In First Half Of 2027
- URL: https://www.bullished.co/varonis-tells-partners-nothing-changes-until-proofpoint-combination-closes-expected-in-dfe35d85/
- Published: 2026-10-19T20:46:12.000Z
- Updated: 2026-10-19T20:46:12.000Z
- Description: A Partner FAQ filed with the SEC says contracts, pricing and programs stay in place while the two companies remain independent.
- Author: Matteo Parrino
- Tags: SEC Filings, VRNS, Industry: Technology, Topic: Leadership & Governance

[Varonis](https://www.bullished.co/tag/vrns/) told its channel partners that "nothing changes" while it works toward joining Proofpoint, according to a [Partner FAQ filed with the SEC](https://www.sec.gov/Archives/edgar/data/0001361113/000121390026110685/ea0309066-defa14a%5Fvaronis.htm?ref=bullished.co) on Monday. The company says the combination is expected to close in the first half of 2027.

## What the Partner FAQ says

The document, filed as a Schedule 14A communication, says it was made available to partners on October 19, 2026\. Until closing, Varonis and Proofpoint will keep operating as two separate and independent companies.

On the question of changes to partner agreements, pricing or go-to-market programs, the answer is a flat "No." All existing contracts and service levels remain in place, and partners will keep working with the same teams.

On integration, the FAQ says the announcement is only the first step and that it is "[too early](https://www.sec.gov/Archives/edgar/data/0001361113/000121390026110685/ea0309066-defa14a%5Fvaronis.htm?ref=bullished.co) for us to contemplate how we will integrate with Proofpoint." Partners with questions are told to contact their usual Varonis representative, and to make sure they can reach the Partner Portal and receive the company's emails.

## The deal behind it

The merger agreement is dated October 15, 2026, the day the FAQ says Varonis announced the agreement. It names Proofpoint as the parent and Vail Merger Sub, a direct, wholly owned subsidiary of Proofpoint, as the third party.

The FAQ describes Proofpoint as serving over 80 members of the Fortune 100 and over 14,000 large enterprises. It says the combination would create a data, AI and collaboration security platform.

The filing's risk list says completion depends on Varonis stockholders adopting the merger agreement and on regulatory approvals, including any conditions placed on them. It also names a possible termination fee payable by Varonis and the need to obtain financing under commitment letters.

## What to watch

Varonis says it expects to file a proxy statement for a special meeting at which stockholders will vote on the deal. That document is where the transaction's details and the participants' interests will be set out, and the company says it is not a substitute for the filing.

For partners, the operative promise is narrow: contracts and service levels hold until closing, and integration plans have not been worked out.

### Sources

- [Varonis Systems — DEFA14A (2026-10-19)](https://www.sec.gov/Archives/edgar/data/0001361113/000121390026110685/ea0309066-defa14a%5Fvaronis.htm?ref=bullished.co) — SEC EDGAR

### More on Varonis Systems

- [Varonis CEO Says Proofpoint Made The First Move On $6.3 Billion Deal, Job Cuts Not Settled](https://www.bullished.co/varonis-ceo-says-proofpoint-made-the-first-move-on-6-3-billion-deal-job-cuts-not-settled-8517c38d/)
- [Varonis Tells Staff It Will Combine With Proofpoint, Ending Its Run As A Public Company](https://www.bullished.co/varonis-tells-staff-it-will-combine-with-proofpoint-ending-its-run-as-a-public-company-43f4c2d6/)
- [Proofpoint Agrees To Buy Varonis For $49.75 A Share In A $6.3 Billion Cash Deal](https://www.bullished.co/proofpoint-agrees-to-buy-varonis-for-49-75-a-share-in-a-6-3-billion-cash-deal-1882ee1c/)

[All Varonis Systems (VRNS) coverage →](https://www.bullished.co/tag/vrns/)