Progress Software Corp 2026年季度报告

(Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period endedMay31, 2026or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____to _____.Commission File Number:0-19417 PROGRESS SOFTWARE CORPORATION (Exact name of registrant as specified in its charter) (I.R.S. Employer Identification No.) Registrant's telephone number, including area code:(781)280-4000 Not applicable(Former name or former address and former fiscal year, if changed since last report.) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to suchfiling 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 405of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, oran emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growthcompany" in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of June26, 2026, there were 41,012,942 shares of the registrant's common stock, $.01 par value per share, outstanding. PROGRESS SOFTWARE CORPORATION FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MAY 31, 2026 TABLE OF CONTENTS PART IFINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)Condensed Consolidated Balance Sheets as ofMay 31, 2026 and November 30, 2025Condensed Consolidated Statements of Operations for the three and six months ended May 31, 2026 and 2025Condensed Consolidated Statements of Comprehensive Income for the three and six months ended May 31,2026 and 2025Condensed Consolidated Statements of Stockholders' Equity for the three and six months ended May 31, 2026and 2025Condensed Consolidated Statements of Cash Flows for the six months ended May 31, 2026 and 2025Notes to Condensed Consolidated Financial StatementsItem 2.Management's Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures PARTII OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 5.Other InformationItem 6.Exhibits Signatures Notes to Condensed Consolidated Financial Statements Note 1: Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements of Progress Software Corporation ("Progress," the "Company," "we," "us," or "our")included herein are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP")and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Certain information in thefootnote disclosures of the financial statements has been condensed or omitted where it substantially duplicated information providedin the Company's latest audited consolidated financial statements, in accordance with the rules and regulations of the SEC. In ouropinion, the financial statements include all adjustments of a normal recurring nature necessary for fair financial statementpresentation. Interim results are not necessarily indicative of the results to be expected for the full year ending November 30, 2026. Wehave made estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanyingfootnote disclosures. Actual results could differ significantly from these estimates. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidatedfinancial statements and footnote disclosures included in our Annual Report on Form 10-K for the fiscal year ended November 30,2025, as filed with the SEC on January 20, 2026 (our "2025 Annual Report"). Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued ASU No. 2