OneSpan Inc Overview
OneSpan Inc. is a Delaware-incorporated, Boston-headquartered provider of authentication, anti-fraud, mobile application security, electronic signature and digital agreement software. It is the successor to VASCO Data Security International, Inc., itself the successor to VASCO Corp., which entered the data security business in 1991 through the acquisition of a controlling interest in ThumbScan, Inc. The company has been publicly traded since 1998 and changed its name to OneSpan Inc. in May 2018.
Source: Forms 10-K for FY2023, FY2024 and FY2025. The FY2023 disclosure grouped employees into three functional buckets and did not separately identify a cost-of-goods-sold population, hence the zero above; the categories are not strictly comparable across years. Voluntary turnover in 2025 was 5.8% and total attrition 9.3% (FY2025 Form 10-K). Approximately 30% of total employees and 30% of employees at manager level and above identified as female at 31 December 2025.
OneSpan is a sub-scale but highly profitable specialist in high-assurance security for regulated digital interactions. Its franchise is anchored in the world's banking system: more than 60% of the hundred largest banks are customers, and the company processes billions of authentication transactions and over 100 million digital agreements annually across more than 120 countries. The investment identity is one of controlled decline plus reinvested cash. A legacy hardware token business — 78% of revenue in 2015, 20% in 2025 — is eroding on a predictable curve, while subscription software in Cybersecurity and Digital Agreements grows at a low-double-digit rate. Management has converted a chronically loss-making cost base into roughly 32% adjusted EBITDA margins and 50 million USD of annual free cash flow, and is now deploying that cash into bolt-on acquisitions (Nok Nok Labs, Build38), a strategic stake in ThreatFabric, dividends and buybacks. The bull case is a re-rating as software mix crosses 80%; the bear case is that the hardware runoff outpaces software growth indefinitely.
The company's own description
The FY2025 Form 10-K opens: "OneSpan helps organizations build secure, seamless, and trusted digital experiences through two solution portfolios: Cybersecurity and Digital Agreements. Our cybersecurity solutions protect identities, secure mobile apps, and safeguard access through advanced high-assurance authentication, threat intelligence, fraud prevention, and robust mobile app protection, defending users, devices, and applications against sophisticated attacks. Our digital agreement solutions streamline agreement workflows with secure e-signatures, identity verification, and smart digital forms, built to enable speed, compliance and exceptional customer experiences."
The company further states that it offers its products "primarily through a subscription licensing model" with "multiple deployment options, including cloud-based and on-premises solutions," sold "through our direct sales force, as well as through distributors, resellers, systems integrators, and original equipment manufacturers."
Independent characterisation
OneSpan is best understood as three overlapping businesses operating under two reporting segments.
First, a hardware annuity in run-off. Digipass authenticator devices — one-button OTP tokens, card readers, Cronto visual-cryptogram devices and, latterly, FIDO2 security keys — generated 49.1 million USD of revenue in FY2025, or 20% of the total, down from 78% of revenue in 2015. These are sold predominantly to European and Asia-Pacific retail banks under multi-year framework agreements. The business is capital-light for OneSpan (all assembly is outsourced to third-party factories in southern China and one in Romania) but carries inventory and component risk. Management guided 2026 hardware revenue to 46–48 million USD in August 2026, having raised the range twice from an initial 43–45 million USD, indicating the decline is proving shallower than feared in the near term.
Second, a software authentication business in transition. The Cybersecurity segment's software component — mobile SDKs, application shielding, authentication servers, cloud MFA, and now the Nok Nok-derived Digipass S3 FIDO stack and the Build38-derived app protection stack — is sold on term subscription licences (on-premises) and SaaS. Term-licence revenue is recognised largely on delivery, which makes quarterly revenue lumpy and, as management repeatedly notes, means "results in a particular quarter provide minimal visibility into our performance in future periods." Cybersecurity revenue was 177.7 million USD in FY2025.
Third, a pure-SaaS e-signature and agreement business. Digital Agreements — OneSpan Sign, OneSpan Notary, OneSpan Sign Identity Verification and Authentication, and the OneSpan Integration Platform — generated 65.5 million USD in FY2025 and grew 25% year over year in Q2 2026 to 19.5 million USD. Virtually all of this revenue is subscription-based and ratable, sold heavily into North American banks, insurers and, increasingly, government. Management disclosed trailing-twelve-month Digital Agreements revenue of approximately 71 million USD growing 14% with a 31% operating margin at Q2 2026.
Revenue model mix
Source: FY2023 and FY2025 Q4 earnings releases (Forms 8-K, Exhibit 99.1). Note: effective 1 January 2026 the company re-presented these categories, folding term maintenance into subscription and combining perpetual maintenance with professional services; the table above uses the pre-2026 presentation for comparability across FY2022–FY2025.
Approximately 64% of total FY2025 revenue was attributable to SaaS and on-premises term subscription contracts (FY2025 Form 10-K). By Q2 2026 subscription revenue on the revised presentation reached 46.7 million USD, or 77% of total quarterly revenue, versus 70% in the prior-year quarter.
Value chain position and customers
OneSpan sits between the identity-standards layer (FIDO Alliance, OATH, eIDAS/UETA/ESIGN legal frameworks) and the regulated enterprise. It is not a system of record; it is an assurance and evidence layer embedded inside a bank's mobile app, online banking channel or onboarding workflow. Switching costs are high because the technology is embedded in the customer's own application code via SDKs and because authenticator fleets are physically distributed to millions of end consumers.
The majority of revenue derives from financial institutions — traditional banks, credit unions and digital-only banks — with secondary exposure to enterprise, government, healthcare and insurance. Customer concentration has been falling: the top ten customers contributed 22% of worldwide revenue in 2023, 20% in 2024 and 18% in 2025 (FY2025 Form 10-K).
Financial Narrative
All figures below are as reported in Forms 10-K and the associated Q4 earnings releases (Forms 8-K, Exhibit 99.1) for the fiscal years ended 31 December. Currency is US dollars throughout. FY2020 figures referenced in commentary were revised for immaterial misstatements in cost of goods sold and sales and marketing, as disclosed in the February 2022 release.
Income statement
Note on adjusted EBITDA comparability: effective 1 January 2025 OneSpan began including employer payroll taxes on stock-based awards in the long-term incentive add-back and adopted a 20% long-term projected non-GAAP tax rate. FY2024 was restated on the new basis to 73,373 thousand USD (from 73.4m USD as originally framed); FY2021–FY2023 are on the prior basis.
Margin and growth analysis
Revenue CAGR FY2021 to FY2025: 3.2%. Subscription revenue CAGR FY2022 to FY2025: 20.5%. Note that the FY2021 subscription figure of 17.8% uses that year's narrower taxonomy (pure subscription only, excluding term-based licences of 30.3m USD); on a comparable basis FY2021 subscription plus term licence was 31.9% of revenue.
Balance sheet
OneSpan carried no funded debt at any year-end in the period. At 31 December 2025 it had 0.4m USD of outstanding letters of credit and no borrowings under the MUFG revolver. At 30 June 2026 it had drawn 5.0m USD on the revolver — the first balance-sheet borrowing in the period reviewed — following the Build38 payment.
Cash flow
Free cash flow conversion of adjusted EBITDA was 63% in FY2024 and 65% in FY2025.
Ratio analysis
Interest coverage is shown as not applicable because OneSpan reported net interest income, not expense, in every year of the period; there was no funded debt to service. Net debt to adjusted EBITDA is negative throughout, denoting a net cash position.
Commentary on trends, inflections and drivers
Revenue: three years of drift, one structural cause. Between FY2021 and FY2025 revenue compounded at just 3.2% and, in the last two years, at 0.0%. This masks a violent mix shift. Subscription revenue rose from roughly 89m USD in FY2022 to 156m USD in FY2025 — a 20.5% CAGR — while hardware fell from 73.5m to 49.1m USD and perpetual maintenance and support from 48.3m to 34.8m USD. The offsetting decay lines are almost exactly as large as the growth line, which is why total revenue has stood still. Management identifies the driver unambiguously: bank customers adopting a "mobile first" approach to consumer authentication, which "resulted in a reduction of Digipass hardware authenticator sales and an increase in sales of software authentication licenses delivered through software applications on mobile devices." The decline concentrated geographically in EMEA and Asia Pacific.
Gross margin: the clearest positive inflection. Gross margin rose 720 basis points between FY2021 (66.6%) and FY2025 (73.8%). Roughly half of that is mix — high-margin software displacing hardware — and the balance is Cybersecurity segment margin improvement from 65% in FY2022–FY2023 to 74% in FY2025, and Digital Agreements recovering from 68% in FY2024 to 72% in FY2025 after the prior-year write-offs. Total cost of goods sold fell in absolute terms from 77.4m USD in FY2023 to 63.8m USD in FY2025 on flat revenue, which is the arithmetic of the entire margin story. Note the countervailing signal in H1 2026: Cybersecurity gross margin slipped to 73% in Q2 2026 from 74%, attributed on the call to incremental third-party licence costs and amortisation of capitalised software from Build38.
Operating expenses: the 2023–2024 reset is the single most important financial event of the period. Total operating costs fell from 186.6m USD in FY2023 to 129.8m USD in FY2024 — a 56.8m USD, 30% reduction on 3.4% revenue growth. The largest single line was sales and marketing, cut from 70.2m to 44.5m USD (down 37%); research and development fell from 38.4m to 32.4m USD; general and administrative from 58.3m to 46.0m USD. Headcount went from 676 at end-2023 to 571 at end-2024. This was not incrementalism: it took operating margin from negative 12.3% to positive 18.4% in a single year. Restructuring charges of 13.3m USD (FY2022), 17.3m USD (FY2023) and 4.4m USD (FY2024) were the cost of achieving it. In FY2025 and into 2026 the company began cautiously re-investing: sales and marketing rose 5.4% and research and development 5.3% in FY2025, and both rose again in H1 2026 (sales and marketing up 12.2%, research and development up 9.3% year over year), reflecting acquired cost bases plus organic hiring.
Below the operating line: two tax distortions that must be normalised. Reported net income of 57.1m USD (FY2024) and 72.9m USD (FY2025) substantially overstates underlying earnings power because both years carry large income tax benefits — 10.6m USD and 23.5m USD respectively — driven by the release of valuation allowances against US deferred tax assets. The balance sheet shows non-current deferred income tax assets rising from 1.7m USD (FY2023) to 20.5m USD (FY2024) to 54.7m USD (FY2025), and the cash flow statement shows deferred tax benefits of 16.2m USD and 29.9m USD in those years. Cash taxes paid were only 2.3m USD (FY2024) and 9.6m USD (FY2025). The company's own non-GAAP net income, struck at a 20% notional tax rate, is the more honest earnings measure: 55.5m USD (FY2024) and 57.9m USD (FY2025) — growth of 4.3%, not 27.7%. Investors relying on the reported P/E of roughly 9.5 times are, in effect, capitalising a non-recurring tax benefit. Separately, FY2022's pre-tax loss of 11.7m USD was flattered by a 14.8m USD non-operating gain on the sale of the Promon AS stake; excluding it, the FY2022 pre-tax loss was approximately 26.5m USD, in line with FY2021 and FY2023.
Working capital and cash conversion: materially improved but with one growing exposure. The cash conversion cycle shortened from 107 days (FY2021) to 66 days (FY2025), driven by a 25-day improvement in days sales outstanding and disciplined inventory management (inventory fell from a 15.6m USD peak in FY2023 to 10.5m USD in FY2025 as pandemic-era safety stock unwound). The offsetting concern is contract assets, which more than doubled from 8.7m USD (FY2024) to 18.3m USD (FY2025) and stood at 15.7m USD at 30 June 2026. Contract assets arise from multi-year on-premises term licences where revenue is recognised up front but billing occurs over as much as five years. Rising contract assets mean a growing share of recognised revenue is not yet billable cash — a quality-of-earnings item worth monitoring, though it is a normal artefact of the ASC 606 treatment of term licences rather than an accounting aggression.
Cash flow: from burn to genuine generation. Operating cash flow was negative in each of FY2021, FY2022 and FY2023, cumulatively minus 19.2m USD, before turning to plus 55.7m USD (FY2024) and plus 59.5m USD (FY2025). Capital expenditure peaked at 12.5m USD in FY2023, reflecting a heavy capitalised-software programme, and has since normalised to roughly 9m USD. Free cash flow of 46.4m USD (FY2024) and 50.5m USD (FY2025) against a market capitalisation of approximately 621m USD implies a trailing free cash flow yield above 8%.
Capital returns and the equity account. Shares outstanding fell from 40.0 million (end-2021) to 36.8 million (30 June 2026), a 8.1% reduction, funded by 55.5m USD of cumulative buybacks over the period, of which 29.2m USD came in FY2023 (including the 25.4m USD December 2023 Dutch auction) and 13.1m USD in FY2025. Dividends began in FY2025 at 18.5m USD. Total FY2025 shareholder return was approximately 31.6m USD, or 63% of free cash flow. Equity rose to 271.8m USD at end-2025 despite the buybacks, because 72.9m USD of net income (including the deferred tax asset recognition) more than offset them; book value per share was approximately 7.28 USD at 31 December 2025 and 7.43 USD at 30 June 2026.
H1 2026 interim position. Revenue of 126.4m USD (up 2.6%), operating income of 23.6m USD (down 14.9%), net income of 18.3m USD (down 19.7%) and adjusted EBITDA of 37.9m USD (down 6.8%). Operating cash flow of 28.1m USD (down from 35.6m USD). The year-over-year profit decline is deliberate: the company is absorbing two acquisitions and funding the DigipassONE build. Cash fell from 70.5m USD to 43.3m USD, chiefly on the 34.6m USD Build38 payment, 9.8m USD of dividends and 8.3m USD of buybacks. Goodwill rose from 103.8m to 127.8m USD and intangibles from 9.7m to 15.3m USD, both Build38 effects.
7. SEGMENTAL AND GEOGRAPHIC REVENUE MAPPING
Geographic definitions
Per the Q1 2026 Form 10-Q, OneSpan classifies sales by customer location into three regions: EMEA (Europe, Middle East and Africa); the Americas (North, Central and South America); and Asia Pacific (which the filing describes as including Australia and New Zealand).
Revenue by region
Source: FY2025 Q4 earnings call, CFO remarks, 26 February 2026. The percentage mix is as disclosed; the dollar values are derived by applying that mix to reported total revenue and are therefore approximate to the nearest 0.1m USD.
Quarterly regional detail, actual dollars
Source: Q1 2026 Form 10-Q. Year-over-year: EMEA down 8.0%, Americas up 19.2%, Asia Pacific up 9.0%.
Source: Q2 2026 earnings call, 4 August 2026.
Revenue by segment and geography
OneSpan does not disclose a full segment-by-geography matrix. The following mapping is derived from management commentary and is directional rather than quantified.
Fastest-growing and declining regions, with reasons
Americas — fastest growing. Up 19.2% year over year in Q1 2026 and from 40% to 46% of revenue in Q2 2026. Three drivers: growth in Digital Agreements, which is predominantly a North American franchise; growth in Cybersecurity software as the company addresses what the CEO described as being "under indexed to North America when it comes to security in particular"; and the smallest hardware exposure of the three regions, so the least drag. This is an explicit strategic reallocation, not an accident of demand.
EMEA — declining. Down 8.0% year over year in Q1 2026 and down from 44% (FY2024) to 42% (FY2025) of the mix, then to 35% in Q2 2026. Two causes, both cited by management: hardware decline as European banks adopt mobile-first consumer authentication, and lower Cybersecurity software revenue in 2026, partially offset by Digital Agreements growth. EMEA remains the largest single region by full-year revenue and is therefore the principal source of group-level revenue stagnation. Within EMEA, the Gulf region is approximately 4% of total company revenue per the CEO's Q1 2026 remarks — small enough that Middle East instability is a monitorable rather than a material risk.
Asia Pacific — mixed, modestly declining share. Up 9.0% in Q1 2026 but down from 21% to 19% of the mix in Q2 2026, with lower hardware revenue partially offset by higher Cybersecurity software. The same mobile-first dynamic as EMEA applies.
Country-level revenue is not disclosed beyond the United States/non-United States split.
Financial Detail
Financial Analysis
| Metric | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Total revenue (USD thousands) | 214481 | 219006 | 235106 | 243179 | 243180 |
Product and license revenue (USD thousands) | 120358 | 121426 | 130848 | 132078 | 129886 |
Services and other revenue (USD thousands) | 94123 | 97580 | 104258 | 111101 | 113294 |
Total cost of goods sold (USD thousands) | 71546 | 70436 | 77391 | 68603 | 63826 |
Gross profit (USD thousands) | 142935 | 148570 | 157715 | 174576 | 179354 |
Sales and marketing expense (USD thousands) | 62730 | 60949 | 70235 | 44546 | 46950 |
Research and development expense (USD thousands) | 47414 | 41735 | 38420 | 32423 | 34156 |
General and administrative expense (USD thousands) | 53031 | 55552 | 58267 | 46007 | 45693 |
Restructuring and other related charges (USD thousands) | 0 | 13310 | 17311 | 4444 | 1628 |
Amortisation of intangible assets in opex (USD thousands) | 5888 | 4139 | 2353 | 2351 | 2481 |
Total operating costs (USD thousands) | 169063 | 175685 | 186586 | 129771 | 130908 |
Operating income or loss (USD thousands) | -26128 | -27115 | -28871 | 44805 | 48446 |
Adjusted EBITDA (USD thousands) | -5063 | 6396 | 11997 | 73373 | 77649 |
Interest income net (USD thousands) | -1 | 595 | 2090 | 1807 | 1985 |
Other income or expense net (USD thousands) | -14 | 14827 | -532 | -125 | -1069 |
Pre-tax income or loss (USD thousands) | -26143 | -11693 | -27313 | 46487 | 49362 |
Income tax provision or benefit (USD thousands) | 4441 | 2741 | 2486 | -10595 | -23542 |
Net income or loss (USD thousands) | -30584 | -14434 | -29799 | 57082 | 72904 |
Non-GAAP net income or loss (USD thousands) | -16151 | -1828 | 20 | 55526 | 57908 |
Basic EPS (USD) | -0.77 | -0.36 | -0.74 | 1.49 | 1.91 |
Diluted EPS (USD) | -0.77 | -0.36 | -0.74 | 1.46 | 1.88 |
Non-GAAP diluted EPS (USD) | -0.41 | -0.05 | 0.00 | 1.42 | 1.49 |
Dividends declared per share (USD) | 0.00 | 0.00 | 0.00 | 0.12 | 0.48 |
Basic weighted average shares (thousands) | 39614 | 40143 | 40193 | 38387 | 38210 |
Diluted weighted average shares (thousands) | 39614 | 40143 | 40193 | 39085 | 38878 |
Financial Analysis
| Metric | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Revenue growth year over year (percent) | -0.6 | 2.1 | 7.4 | 3.4 | 0.0 |
Gross margin (percent) | 66.6 | 67.8 | 67.1 | 71.8 | 73.8 |
Operating margin (percent) | -12.2 | -12.4 | -12.3 | 18.4 | 19.9 |
Adjusted EBITDA margin (percent) | -2.4 | 2.9 | 5.1 | 30.2 | 31.9 |
Pre-tax margin (percent) | -12.2 | -5.3 | -11.6 | 19.1 | 20.3 |
Net margin (percent) | -14.3 | -6.6 | -12.7 | 23.5 | 30.0 |
Sales and marketing as percent of revenue | 29.2 | 27.8 | 29.9 | 18.3 | 19.3 |
Research and development as percent of revenue | 22.1 | 19.1 | 16.3 | 13.3 | 14.0 |
General and administrative as percent of revenue | 24.7 | 25.4 | 24.8 | 18.9 | 18.8 |
Hardware as percent of total revenue | 37.1 | 33.6 | 32.3 | 24.2 | 20.2 |
Subscription as percent of total revenue | 17.8 | 40.7 | 45.3 | 57.3 | 64.2 |
Financial Analysis
| Metric | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Cash and cash equivalents (USD thousands) | 63380 | 96167 | 42493 | 83160 | 70499 |
Short-term investments (USD thousands) | 35108 | 2328 | 0 | 0 | 0 |
Cash plus short-term investments (USD thousands) | 98488 | 98495 | 42493 | 83160 | 70499 |
Accounts receivable net (USD thousands) | 56612 | 65132 | 64387 | 56229 | 55999 |
Inventories net (USD thousands) | 10345 | 12054 | 15553 | 10792 | 10466 |
Contract assets current (USD thousands) | 4694 | 4520 | 5139 | 8687 | 18269 |
Total current assets (USD thousands) | 187089 | 198387 | 146343 | 174894 | 172213 |
Property and equipment net (USD thousands) | 10757 | 12681 | 18722 | 20966 | 22234 |
Goodwill (USD thousands) | 96174 | 90514 | 93684 | 92365 | 103840 |
Intangible assets net (USD thousands) | 21270 | 12482 | 10832 | 7481 | 9741 |
Goodwill plus intangibles (USD thousands) | 117444 | 102996 | 104516 | 99846 | 113581 |
Deferred income tax assets (USD thousands) | 3786 | 1901 | 1721 | 20516 | 54733 |
Equity investment, ThreatFabric (USD thousands) | 0 | 0 | 0 | 0 | 11834 |
Total assets (USD thousands) | 342271 | 335082 | 289191 | 338734 | 397702 |
Accounts payable (USD thousands) | 8204 | 17357 | 17452 | 13310 | 13726 |
Deferred revenue current (USD thousands) | 54617 | 64637 | 69331 | 67465 | 71641 |
Deferred revenue long term (USD thousands) | 9125 | 6269 | 4152 | 3390 | 2539 |
Total current liabilities (USD thousands) | 89076 | 110814 | 114830 | 110275 | 114571 |
Total liabilities (USD thousands) | 122491 | 131771 | 130050 | 126204 | 125859 |
Short-term debt (USD thousands) | 0 | 0 | 0 | 0 | 0 |
Long-term debt (USD thousands) | 0 | 0 | 0 | 0 | 0 |
Total debt (USD thousands) | 0 | 0 | 0 | 0 | 0 |
Net cash, negative net debt (USD thousands) | -98488 | -98495 | -42493 | -83160 | -70499 |
Treasury stock at cost (USD thousands) | -12501 | -18222 | -47377 | -47380 | -60521 |
Retained earnings (USD thousands) | 143173 | 128738 | 98939 | 151256 | 209821 |
Total stockholders equity (USD thousands) | 219780 | 203311 | 159141 | 212530 | 271843 |
Working capital (USD thousands) | 98013 | 87573 | 31513 | 64619 | 57642 |
Financial Analysis
| Metric | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Net cash from operating activities (USD thousands) | -2745 | -5759 | -10735 | 55667 | 59454 |
Depreciation and amortisation (USD thousands) | 8926 | 7066 | 6479 | 8364 | 10070 |
Stock-based compensation (USD thousands) | 4354 | 8642 | 14252 | 8955 | 11196 |
Additions to property and equipment, capex (USD thousands) | 2169 | 4996 | 12484 | 9245 | 8959 |
Additions to intangible assets (USD thousands) | 35 | 29 | 59 | 60 | 86 |
Free cash flow, operating cash flow less capex (USD thousands) | -4914 | -10755 | -23219 | 46422 | 50495 |
Cash paid for acquisitions (USD thousands) | 0 | 0 | 1800 | 0 | 14705 |
Equity investment outflow (USD thousands) | 0 | 0 | 0 | 0 | 11834 |
Dividends paid (USD thousands) | 0 | 0 | 0 | 0 | 18460 |
Share repurchases net of excise tax (USD thousands) | 7471 | 5721 | 29155 | 3 | 13142 |
Tax payments for restricted stock issuances (USD thousands) | 2923 | 1587 | 2939 | 5041 | 5079 |
Net change in cash (USD thousands) | -25014 | 33148 | -53845 | 39801 | -12832 |
Financial Analysis
| Ratio | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Return on equity, net income over average equity (percent) | -12.8 | -6.8 | -16.4 | 30.7 | 30.1 |
Return on assets, net income over average assets (percent) | -8.5 | -4.3 | -9.5 | 18.2 | 19.8 |
Return on invested capital, NOPAT at 21 percent notional tax over average ex-cash invested capital (percent) | -15.7 | -18.9 | -20.6 | 28.8 | 23.1 |
Current ratio (times) | 2.10 | 1.79 | 1.27 | 1.59 | 1.50 |
Debt to equity (times) | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
Net debt to adjusted EBITDA (times) | -19.5 | -15.4 | -3.5 | -1.1 | -0.9 |
Interest coverage | n/a | n/a | n/a | n/a | n/a |
Asset turnover, revenue over average assets (times) | 0.60 | 0.65 | 0.75 | 0.77 | 0.66 |
Days sales outstanding (days) | 96 | 109 | 100 | 84 | 84 |
Days inventory outstanding (days) | 53 | 62 | 73 | 57 | 60 |
Days payables outstanding (days) | 42 | 90 | 82 | 71 | 79 |
Cash conversion cycle (days) | 107 | 81 | 91 | 71 | 66 |
Financial Analysis
| Region revenue (USD millions, derived from disclosed percentage mix) | FY2024 | FY2025 |
|---|---|---|
EMEA | 107.0 | 102.1 |
Americas | 87.5 | 94.8 |
Asia Pacific | 48.6 | 46.2 |
Total revenue | 243.2 | 243.2 |
Financial Analysis
| Region share of total revenue (percent) | FY2024 | FY2025 |
|---|---|---|
EMEA | 44 | 42 |
Americas | 36 | 39 |
Asia Pacific | 20 | 19 |
Financial Analysis
| Region revenue (USD thousands) | Q1 2025 | Q1 2026 |
|---|---|---|
EMEA | 31006 | 28521 |
Americas | 21095 | 25149 |
Asia Pacific | 11265 | 12277 |
Total revenue | 63366 | 65947 |
Financial Analysis
| Region share of quarterly revenue (percent) | Q2 2025 | Q2 2026 |
|---|---|---|
Americas | 40 | 46 |
EMEA | 39 | 35 |
Asia Pacific | 21 | 19 |
Financial Analysis
| Segment | Americas | EMEA | Asia Pacific |
|---|---|---|---|
Cybersecurity software | Under-indexed historically; explicit growth priority per CEO commentary, Q1 2026 | Core installed base; software revenue declining in 2026 | Growing; offset hardware declines in Q2 2026 |
Cybersecurity hardware, Digipass | Small share of Digipass sales per the FY2025 Form 10-K tariff discussion | Largest exposure; the principal source of the mobile-first decline | Second-largest exposure; declining |
Digital Agreements | "Largely a North American business" per the CEO on the Q1 2026 call | Growing, offsetting Cybersecurity declines in EMEA in Q2 2026 | Limited disclosure |
Capital Markets
| Metric | Value | As of |
|---|---|---|
Closing price (USD) | 16.85 | 11 September 2026 |
After-hours price (USD) | 16.98 | 11 September 2026 |
Market capitalisation (USD millions) | 621 | 11 September 2026 |
Shares outstanding (millions) | 36.85 | September 2026 |
52-week range (USD) | 10.07 to 18.48 | Trailing twelve months |
Beta | 1.57 | Trailing |
Average daily volume (shares) | 348,651 | 11 September 2026 |
Exchange | NASDAQ Capital Market |
Capital Markets
| Share price performance | Return |
|---|---|
One year | Positive; the stock has moved from near the 10.07 USD 52-week low toward the 18.48 USD high. |
Three year | Not calculated in this research pass |
Five year | Not calculated in this research pass |
Capital Markets
| Multiple | OneSpan | Basis |
|---|---|---|
Price to earnings, trailing twelve months (times) | 9.5 | TTM EPS of 1.78 USD. Flattered by non-recurring deferred tax benefits |
Price to earnings, forward (times) | 13.9 | Consensus forward earnings |
Enterprise value to revenue, FY2026 guidance midpoint (times) | 2.3 | EV of approximately 583m USD over 250m USD |
Enterprise value to revenue, trailing twelve months (times) | 2.4 | TTM revenue of 246.4m USD |
Enterprise value to adjusted EBITDA, FY2026 guidance midpoint (times) | 8.4 | EV over 69m USD |
Enterprise value to adjusted EBITDA, FY2025 actual (times) | 7.5 | EV over 77.6m USD |
Price to book (times) | 2.3 | Equity of 273.5m USD at 30 June 2026 |
Price to sales (times) | 2.5 | Market cap over TTM revenue |
Free cash flow yield, FY2025 basis (percent) | 8.1 | 50.5m USD over 621m USD market cap |
Dividend yield (percent) | 3.1 | 0.52 USD annualised |
Capital Markets
| Source | Coverage | Consensus rating | Average price target (USD) |
|---|---|---|---|
S&P Global Market Intelligence, via aggregator | 4 analysts | Buy | 18.00 (high 22.00, low 12.00 on one dataset; 16.25 average on another) |
MarketBeat | 4 analysts (3 buy, 1 hold, 0 sell) | Moderate Buy | 19.67 (high 23.00, low 17.00) |
TipRanks | Multiple | Moderate Buy | 18.50 |
Capital Markets
| Period | Quarterly dividend per share (USD) | Notes |
|---|---|---|
Pre-December 2024 | 0.00 | No dividend in company history |
Declared 16 December 2024 | 0.12 | Initiation of a recurring quarterly programme; 4.765m USD payable at 31 December 2024 |
Q1 to Q4 2025 | 0.12 | 18.46m USD paid in cash during FY2025 |
Declared 26 February 2026 | 0.13 | Payable 27 March 2026; an 8 percent increase to a 0.52 USD annualised rate |
Declared 30 April 2026 | 0.13 | Payable 4 June 2026 to holders of record 14 May 2026 |
Declared 4 August 2026 | 0.13 | Payable 4 September 2026 to holders of record 14 August 2026 |
Capital Markets
| Item | Detail |
|---|---|
Remaining authorisation | Approximately 31.5m USD as of 31 March 2026 (Q1 2026 Form 10-Q) |
FY2023 repurchases | 29.155m USD, including 25.4m USD via a modified Dutch auction tender offer in December 2023 |
FY2024 repurchases | 0.003m USD (effectively suspended) |
FY2025 repurchases | 13.142m USD, approximately 1,000,000 shares, of which approximately 560,000 shares for 6.8m USD in Q4 |
Q1 2026 repurchases | Approximately 510,000 shares for 5.4m USD |
Q2 2026 repurchases | Approximately 230,000 shares for 2.9m USD |
Share count reduction | From 40.0 million outstanding at 31 December 2021 to 36.8 million at 30 June 2026, a reduction of 8.1 percent |
Capital Markets
| Item | Detail |
|---|---|
Moody's | Not rated. No public credit rating identified |
S&P Global Ratings | Not rated. No public credit rating identified |
Fitch Ratings | Not rated. No public credit rating identified |
Capital Markets
| Instrument | Amount | Maturity | Terms |
|---|---|---|---|
MUFG revolving credit facility | 100.0m USD committed; 5.0m USD drawn at 30 June 2026; 0.4m USD of letters of credit outstanding at 31 December 2025 | 23 June 2030 | Administrative agent, swingline lender and letter of credit issuer: MUFG Bank, Ltd. Includes a 10.0m USD letter of credit sublimit and a 10.0m USD swingline sublimit. Accordion permitting incremental revolving facilities up to the greater of 100.0m USD or 100 percent of consolidated EBITDA for the four most recent quarters. Financial covenants: minimum net leverage and interest coverage ratios. Negative covenants restrict additional indebtedness, liens, subordinated debt prepayment, mergers and asset sales, investments and acquisitions, sale and leaseback transactions, dividends above a specified amount, and affiliate transactions. Secured; the lenders "could proceed against the collateral securing the indebtedness" upon an uncured event of default |
Operating lease liabilities | 6.1m USD long term at 31 December 2025; 5.4m USD at 30 June 2026 | Various | Real estate leases with terms disclosed within a minimum-to-maximum range in the FY2025 Form 10-K |
Capital Markets
| Catalyst or monitorable | Timing | Why it matters |
|---|---|---|
Q3 2026 results | 29 October 2026 | Management has pre-warned that Q3 is the seasonally weakest hardware quarter. The signal is in ARR and net retention, not revenue |
ARR trajectory versus the 194 to 198m USD guide | Q3 and Q4 2026 | Deceleration from 14 percent to 7 percent across Q1 to Q2 is the single most concerning trend in the business. Stabilisation above 7 percent supports the bull case |
Net retention rate | Quarterly | 110 percent in 2023, 104 percent in 2025, 105 percent in Q1 2026, 103 percent in Q2 2026. A move below 100 percent would be a genuine break in the thesis |
First DigipassONE commercial evidence | Q4 2026 to H1 2027 | Management concedes commercial success "remains unproven at scale, with meaningful impact expected beyond 2026." Any named platform win would be a material datapoint |
DigipassONE Verify general availability | 2026 to 2027 | Currently early-access only. Digital credentials is the highest-variance element of the portfolio |
Hardware revenue versus the 46 to 48m USD guide | Q4 2026 | Raised twice already in 2026. A third raise would meaningfully alter the terminal decline assumption |
FY2027 guidance | February 2027 | The critical print. Does the reinvestment cycle end and margins recover, or does it extend? |
Further M&A | Any time | 95m USD of undrawn facility plus a 100m USD accordion plus roughly 50m USD of annual free cash flow. Assume activity |
ThreatFabric relationship evolution | Any time | An 11.8m USD minority stake in a partner is a natural precursor to a full acquisition, though none has been signalled |
Buyback pacing | Quarterly | Approximately 31.5m USD remaining as of 31 March 2026. Aggressive repurchase into weakness signals management conviction |
Americas revenue share | Quarterly | Rose from 36 percent (FY2024) to 39 percent (FY2025) to 46 percent (Q2 2026). The clearest evidence the strategy is working |
Tariff developments on Chinese and EU imports | Ongoing | Directly affects Digipass gross margin; the company states mitigation is "unlikely to fully offset the impact" |
Activist re-engagement | Any time | Legion Partners has prior involvement; a persistent valuation discount invites it |
Goodwill and intangible impairment testing | Annual, Q4 | 143.1m USD of goodwill and intangibles at 30 June 2026 against 273.5m USD of equity, following two integrations |
Executive Leadership
| Name | Title | Since | Age at FY2025 10-K | Prior roles | Education |
|---|---|---|---|---|---|
Victor Limongelli | President and Chief Executive Officer | Interim CEO January 2024; permanent July 2024 | 59 | CEO of BQE Software (2021–2023); CEO of MobileCause (2018–2021); Chairman then CEO of AccessData Group (2015–2018); nine years President and seven years CEO of Guidance Software (2003–2014) | A.B., Dartmouth College; J.D., Columbia University |
Jorge Martell | Chief Financial Officer; principal accounting officer since December 2023 | September 2022 | 47 | CFO and Treasurer, Extreme Reach (2016–2022); VP Finance and Corporate Controller, Extreme Reach (2015–2016); Treasurer and Assistant Corporate Controller, Sapient (2012–2015); earlier roles at ABM Industries and KPMG | B.S., Instituto Tecnológico y de Estudios Superiores de Monterrey, Mexico |
Ashish Jain | Chief Technology Officer | December 2024 | 53 | Chief Product Officer and CTO, Arkose Labs (2021–2024); Head of Identity, eBay (2018–2021); product management roles at VMware including VP Workspace ONE (2011–2018); earlier at PayPal, Ping Identity, BEA Systems | B.Eng., BITS Pilani, India; MBA, University of Denver Daniels College of Business |
Lara Mataac | General Counsel, Chief Compliance Officer and Secretary | June 2022 | 49 | General Counsel, Constant Contact (2021–2022); Deputy General Counsel and other roles, Endurance International Group (2013–2021); corporate legal director, Bottomline Technologies; associate at WilmerHale and Fenwick & West | B.A., Wellesley College; J.D., Stanford University |
Shaun Bierweiler | Chief Revenue Officer | December 2025 | Not disclosed | Prior roles not disclosed in the FY2025 Form 10-K; hired "to lead our go-to-market efforts, and to drive growth and customer success" | Not disclosed |
| Date | Change | Context |
|---|---|---|
July 2021 | Scott Clements departs as CEO; Steven Worth appointed interim CEO | Followed the Legion Partners activist campaign; board announced a strategic action plan |
November 2021 | Matthew Moynahan appointed CEO | Hired to execute a transformation; announced the three-year plan at the May 2022 investor day |
September 2022 | Jorge Martell appointed CFO, succeeding interim CFO Jan Kees van Gaalen | Stabilised financial leadership |
June 2022 | Lara Mataac appointed General Counsel | |
December 2023 / January 2024 | Moynahan departs; severance accrued in Q4 2023; Victor Limongelli joins as interim CEO in January 2024 | The FY2023 Q4 non-recurring items include 1.4m USD of "fees related to non-recurring items, primarily severance payable to our former chief executive officer" |
31 July 2024 | Limongelli appointed permanent President and CEO with a Special RSU Grant of 100,000 units and a Special PSU Grant with a 300,000-unit maximum, tied to share-price goals including an 18.00 USD price goal | The 18.00 USD price goal was certified as achieved as of 7 January 2025, vesting one third of the Special PSU Grant on 31 July 2025 |
December 2024 | Ashish Jain appointed CTO | First of the "steps to generate future revenue growth" enumerated in the FY2025 Form 10-K |
December 2025 | Shaun Bierweiler appointed CRO | Go-to-market rebuild |
24 June 2026 | Two additional senior go-to-market leaders appointed | Announced as "OneSpan Strengthens Go-to-Market Leadership Team to Accelerate Growth"; names not captured in this research pass |
| Name | Age | Director since | Principal occupation | Committees | Outside public boards |
|---|---|---|---|---|---|
Garry Capers | 49 | 2021 | Division President, B2B Payments, Deluxe Corporation | Chair of the Board (since June 2025); no standing committee | None |
Marc Boroditsky | 63 | 2019 | Chief Revenue Officer, Nebius Group N.V. | MDCC member; CGN member | Asana, Inc. |
Sarika Garg | 50 | 2021 | General Manager and VP of Product, HubSpot, Inc. | Audit member; MDCC member | None |
Marianne Johnson | 60 | 2020 | EVP and Chief Product Officer, Cox Automotive, Inc. | CGN Chair; MDCC member | None |
Michael McConnell | 60 | 2021 | Private investor | Audit member; CGN member | Beonic Limited (chair), Powerfleet Inc. (audit chair), SPS Commerce Inc., QuickFee |
Alfred Nietzel | 64 | 2020 | Board member, consultant, retired CFO (CDK Global, ADP divisions) | MDCC Chair; Audit member | None (Cerence Inc. until February 2026) |
Marc Zenner | 63 | 2019 | Senior advisor, investor, retired J.P. Morgan and Citigroup managing director, retired CFO of Persefoni | Audit Chair | None |
| Named executive officer, FY2025 | Total compensation (USD) | Notes |
|---|---|---|
Victor Limongelli, President and CEO | 3,600,000 (approximate, as reported in the 2025 Summary Compensation Table) | Down 49% from 7,116,820 USD in FY2024, which included the one-time Special RSU and PSU grants on his permanent appointment |
Lara Mataac, General Counsel | 977,334 | Comprising base salary of 362,100 USD and bonus of 105,638 USD, with the balance in equity |
Jorge Martell, CFO | Not obtained in this research pass | FY2024 total was 1,109,435 USD |
Ashish Jain, CTO | Not obtained in this research pass | Received a 1,397,999 USD equity grant on 3 March 2025 |
| Name | Year | Salary (USD) | Bonus (USD) | Stock awards (USD) | Non-equity incentive (USD) | All other (USD) | Total (USD) |
|---|---|---|---|---|---|---|---|
Victor Limongelli | 2024 | 764615 | 625000 | 5161000 | 553350 | 12855 | 7116820 |
Jorge Martell | 2024 | 415090 | 75000 | 340775 | 277721 | 849 | 1109435 |
Jorge Martell | 2023 | 403862 | 0 | 1000010 | 3000 | 804 | 1407676 |
| Name | Cash incentive threshold / target / maximum (USD) | PSU target units | PSU maximum units | RSU units | Grant date fair value (USD) |
|---|---|---|---|---|---|
Victor Limongelli | 360000 / 600000 / 862500 | 113362 | 141702 | 37788 | 2500021 combined |
Jorge Martell | 167747 / 279578 / 401893 | 31742 | 39677 | 10581 | 700023 combined |
Lara Mataac | 109530 / 182550 / 262416 | 21539 | 26923 | 7180 | 475012 combined |
Ashish Jain | 168750 / 225000 / 323438 | 85140 | 106424 | 0 | 1397999 |
| Holder | Shares | Percent of class | Source and date |
|---|---|---|---|
BlackRock, Inc. | 3,759,502 | 10.1 | Schedule 13G/A filed 6 August 2026; sole voting power over 3,721,056 shares, sole dispositive power over 3,759,502 |
T. Kendall Hunt (founder) | Reported at approximately 7.23 million shares by a third-party aggregator in mid-2025 | Reported at approximately 18.9 percent | — |
Legion Partners Asset Management, LLC | Reported at 7.5 percent as of early 2024 | 7.5 | — |
The Vanguard Group, Inc. | Reported at 6.5 percent as of early 2024 | 6.5 | — |
| Date | Initiative | Detail and strategic intent |
|---|---|---|
December 2024 | CTO hire (Ashish Jain) | Explicitly framed in the FY2025 Form 10-K as the first of a sequence of steps "to generate future revenue growth." Jain's background in identity at eBay and fraud at Arkose Labs maps directly onto the DigipassONE architecture |
December 2024 | Initiation of a recurring quarterly dividend at 0.12 USD per share | Signals a shift from turnaround to capital-return discipline |
4 June 2025 | Nok Nok Labs acquisition | Acquired "to bring S3, a leading FIDO software product, to our portfolio," providing "a wider range of flexible, adaptable authentication options." The strategic point is defensive as much as offensive: management's own risk factor states that bank customers "may increasingly move away from multi-factor authentication methods and toward passkeys that use the FIDO2 passwordless authentication standard" |
23 June 2025 | 100.0m USD revolving credit facility with MUFG | Provides M&A capacity without equity issuance. An accordion permits incremental facilities up to the greater of 100.0m USD or 100% of consolidated EBITDA |
3 October 2025 | Strategic investment in and partnership with ThreatFabric Holding B.V. | 11.8m USD equity investment in a Dutch provider of mobile threat intelligence, malware risk detection and behavioural analytics, "to further enhance the value we offer to our customers." Feeds the Insights module |
December 2025 | CRO hire (Shaun Bierweiler) | Rebuilding a go-to-market function that had been cut hard: sales and marketing headcount and spend were reduced 37% in 2024 |
23 December 2025 | Build38 GmbH definitive agreement, closed February/March 2026 for 34.6m USD net cash | "A leader in next-generation mobile application protection solutions, to extend our investment in advanced mobile security technologies." Expands app shielding with "continuous in-app protection, cloud-powered threat intelligence, and adaptive, AI-enabled defenses" |
26 February 2026 | Dividend raised 8% to 0.13 USD per quarter, 0.52 USD annualised | Third capital-return escalation in fifteen months |
15 June 2026 | Early-access launch of the digital credentials solution at Identiverse 2026 | Positions OneSpan for the digital-wallet and verifiable-credential transition |
24 June 2026 | Expansion of the go-to-market leadership team with two senior appointments | Execution layer under the new CRO |
22 July 2026 | DigipassONE platform launch | The unifying commercial and architectural initiative. Explicitly framed as "the foundation for further enhancements in the coming years, including supporting consumer agentic use cases for financial institutions and other high-trust, high-value environments" |
| FY2026 guidance metric | Initial, 26 Feb 2026 | Revised, 30 Apr 2026 | Current, 4 Aug 2026 |
|---|---|---|---|
Total revenue (USD millions, low) | 244 | 244 | 248 |
Total revenue (USD millions, high) | 249 | 249 | 252 |
Software and services revenue (USD millions, low) | 201 | 201 | 202 |
Software and services revenue (USD millions, high) | 204 | 204 | 204 |
Hardware revenue (USD millions, low) | 43 | 43 | 46 |
Hardware revenue (USD millions, high) | 45 | 45 | 48 |
ARR (USD millions, low) | 192 | 194 | 194 |
ARR (USD millions, high) | 196 | 198 | 198 |
Adjusted EBITDA (USD millions, low) | 64 | 64 | 67 |
Adjusted EBITDA (USD millions, high) | 68 | 68 | 71 |
Competitive Landscape
| Competitor | Segment exposure | Ownership and scale | Relative positioning versus OneSpan |
|---|---|---|---|
Thales Group (Gemalto / Thales Digital Identity and Security) | Cybersecurity — hardware and software authentication | Listed (Euronext Paris); group revenue in the order of 20bn EUR. | Named by OneSpan as its principal authentication competitor. Vastly larger, with government identity, SIM and HSM adjacencies OneSpan lacks. Competes head-on in bank hardware tokens |
RSA Security | Cybersecurity — enterprise MFA and identity | Private (Symphony Technology Group) | Named competitor. Strong in workforce authentication and US enterprise; weaker in the consumer banking channel that is OneSpan's core |
Yubico AB | Cybersecurity — FIDO2 hardware security keys | Listed (Nasdaq Stockholm); approximately 0.23bn USD revenue in 2025, with Q4 2025 net sales down 12.0 percent year over year to SEK 548.3m and subscription sales up 26.6 percent | Named competitor and the closest comparable by scale and business model — a hardware authenticator vendor transitioning to subscription. Directly attacks Digipass FX. Yubico is winning brand share in the passkey narrative |
Docusign, Inc. | Digital Agreements | Listed (Nasdaq: DOCU); FY2026 revenue 3.22bn USD (year ended 31 January 2026), up 8.2 percent; over 1.8 million customers | Named competitor and roughly 49 times the size of OneSpan's Digital Agreements segment. Moving up-stack into agreement management (IAM platform) and AI-native workflows |
Adobe Inc. | Digital Agreements | Listed (Nasdaq: ADBE) | Named competitor. Bundles Acrobat Sign with the document franchise, creating price pressure OneSpan cannot match at the low end |
Entrust Corporation | Cybersecurity — authentication, PKI, identity verification | Private (Thoma Bravo) | Not named by OneSpan but overlaps substantially in bank authentication and identity proofing |
HID Global (ASSA ABLOY) | Cybersecurity — authentication devices, credentials | Subsidiary of ASSA ABLOY AB | Not named. Competes in physical and logical credentials |
Okta, Inc. and Ping Identity | Cybersecurity — CIAM and workforce IAM | Okta listed; Ping private (Thoma Bravo) | Adjacent rather than direct. OneSpan positions Digipass S3 as integrating with, not replacing, IAM and CIAM platforms — a partner-or-compete ambiguity |
Microsoft (Entra ID) and Cisco (Duo) | Cybersecurity — MFA | Listed | Bundling threat. Free or near-free MFA inside broader platform subscriptions compresses standalone MFA pricing |
Promon AS, Guardsquare, Appdome, Verimatrix, Zimperium | Cybersecurity — mobile app shielding and in-app protection | Private and listed | The competitive set Build38 was acquired to address. Promon is notable: OneSpan sold its stake in 2022 and now competes with it |
Namirial, InfoCert, Yousign, Dropbox Sign, PandaDoc, airSlate SignNow, Nitro, Zoho Sign | Digital Agreements | Mixed | The "numerous smaller and regional or niche providers" OneSpan acknowledges. Regional European qualified-signature specialists are particularly relevant given eIDAS |
Feitian Technologies, Token2, Broadcom (Symantec VIP) | Cybersecurity — authenticators | Mixed | Low-cost hardware token competition, particularly acute in Asia Pacific |
| Metric | OneSpan (FY2025) | Docusign (FY2026, ended 31 Jan 2026) | Yubico (FY2025) | Thales Group (FY2025) |
|---|---|---|---|---|
Revenue (USD millions) | 243 | 3220 | 230 | — |
Revenue growth year over year (percent) | 0.0 | 8.2 | approximately 10 | — |
Gross margin (percent) | 73.8 | — | — | — |
Adjusted EBITDA margin (percent) | 31.9 | — | — | — |
Operating margin, GAAP (percent) | 19.9 | — | — | — |
Research and development intensity, percent of revenue | 14.0 | — | — | — |
Subscription share of revenue (percent) | 64 | 98 | Not disclosed at this level | Not applicable |
Market capitalisation (USD millions) | 621 | — | — | — |
