Docebo Inc 2025年度报告

Washington, D.C. 20549 DOCEBO INC. (Exact name of registrant as specified in its charter) 7372 (Primary standard industrialclassification code number,if applicable) 12th Floor - 55 York StreetToronto, ON M5J 1R7(800)681-4601(Address and telephone number of registrant's principal executive offices) Docebo NA, Inc.600 N. Thomas St., Suite AAthens, GA 30601Telephone: (800) 681-4601(Name, address (including zip code) and telephone number (including area code)of agent for service in the United States) Indicate the number of outstanding shares of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:28,747,289Common Shares (as at December 31, 2025). Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (orfor such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(s.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act. Emerging growth company☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use theextended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.☐ † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Exchange Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ PRINCIPAL DOCUMENTS The following documents are filed as part of this Annual Report on Form 40-F: A.Annual Information Form For the Registrant’s Annual Information Form for the year ended December 31, 2025, see Exhibit 99.1 of this Annual Report onForm 40-F ("AIF"). B.Audited Annual Financial Statements For the Registrant’s Audited Consolidated Financial Statements for the year ended December 31, 2025 (the “2025 FinancialStatements”), including the Reports of Independent Registered Public Accounting Firm with respect thereto, see Exhibit 99.2 of thisAnnual Report on Form 40-F. C.Management’s Discussion and Analysis For the Registrant’s Management’s Discussion and Analysis of Financial Condition and Results of Operations for the year endedDecember 31, 2025 (“MD&A”), see Exhibit 99.3 of this Annual Report on Form 40-F. CONTROLS AND PROCEDURES A.Certifications The required disclosure is included in Exhibits 99.5, 99.6, 99.7 and 99.8 of this Annual Report on Form 40-F. B.Disclosure Controls and Procedures The information provided under the heading “Disclosure Controls and Procedures and Internal Controls over Financial Reporting”contained in the MD&A, filed as Exhibit 99.3 to this Annual Report on Form 40-F,is incorporated by reference herein. C.Management’s Annual Report on Internal Control over Financial Reporting The information provided under the heading “Disclosure Controls and Procedures and Internal Controls over Financial Reporting”contained in the MD&A, filed as Exhibit 99.3 to this Annual Report on Form 40-F, is incorporated by reference herein. The effectiveness of the Registrant's internal control over financial reporting as of December 31, 2025, has been audited byKPMG LLP (Vaughan, Canada, PCAOB ID No.: 85), an independent registered public accounting firm, as stated in their report, whichaccompanies the 2025 Financial Statements, and is incorporated herein by reference. E.Changes in Internal Control over Financial Reporting During the year ended December 31, 2025, there were no changes in the Registrant’s internal control over financial reporting thathave materially affected, or are reasonably