Form 8-K

8-K — OOMA INC

Accession: 0001327688-26-000017

Filed: 2026-08-26

Period: 2026-08-26

CIK: 0001327688

SIC: 7374 (SERVICES-COMPUTER PROCESSING & DATA PREPARATION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ooma-20260826.htm (Primary)

EX-99.1 (ooma-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ooma-20260826.htm · Sequence: 1

8-K

0001327688false00013276882026-08-262026-08-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 26, 2026

Ooma, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-37493

06-1713274

(State or other jurisdiction

of incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

525 Almanor Avenue, Suite 200, Sunnyvale, California 94085

(Address of principal executive offices)

(650) 566-6600

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001

OOMA

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On August 26, 2026, Ooma, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal second quarter ended July 31, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d)

Exhibits.

Exhibit No.

Description

99.1

Press release dated August 26, 2026 titled “Ooma Reports Fiscal Second Quarter 2027 Financial Results”

104

Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OOMA, INC.

Date: August 26, 2026

By:

/s/ Shig Hamamatsu

Shig Hamamatsu

Chief Financial Officer

EX-99.1

Filename: ooma-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Ooma Reports Fiscal Second Quarter 2027 Financial Results

Sunnyvale, Calif., August 26, 2026 -- Ooma, Inc. (NYSE: OOMA), a provider of advanced communications services for businesses and consumers, today released financial results for the fiscal second quarter ended July 31, 2026.

Second Quarter Fiscal 2027 Financial Highlights:

•

Revenue: Total revenue was $83.2 million, up 25% year-over-year. Subscription and services revenue increased to $75.6 million from $61.1 million in the second quarter of fiscal 2026, and was 91% of total revenue, primarily driven by the growth of Ooma Business, including the December 2025 acquisitions of FluentStream and Phone.com.

•

Net Income: GAAP net income was $3.0 million, or $0.10 per diluted share, compared to GAAP net income of $1.3 million, or $0.04 per diluted share, in the second quarter of fiscal 2026. Non-GAAP net income was $10.2 million, or $0.35 per diluted share, compared to non-GAAP net income of $6.5 million, or $0.23 per diluted share in the prior year period.

•

Adjusted EBITDA: Adjusted EBITDA was $12.4 million, compared to $7.2 million in the second quarter of fiscal 2026.

For more information about non-GAAP net income and Adjusted EBITDA, see the section below titled "Non-GAAP Financial Measures" and the reconciliation provided in this release.

“Ooma executed well in Q2 and delivered strong results, with revenue up 25% year over year to $83.2 million and non-GAAP net income up 58% year over year to $10.2 million,” said Eric Stang, chief executive officer of Ooma. “We also achieved record adjusted EBITDA of $12.4 million in Q2 and reduced outstanding debt to $47 million at the end of Q2. Operationally, we launched new AI-driven services, including our AI Insights, AI Answering Service and AI Receptionist, for our Ooma Office business customers. We also launched Ooma MyPhone, a modern landline that gives parents control over their kids’ calling and forestalls cell phone use, for our residential customers. Our significant growth of Ooma AirDial continued in Q2, with AirDial services revenue growing 75% over the same quarter a year ago. Looking forward, we believe we have good momentum across all major areas of our business, driven by increasing POTS replacement market demand, the availability of our new AI features, parents’ increasing concern over kids’ cell phone use, and the contributions from our acquisitions of FluentStream and Phone.com.”

Business Outlook:

For the third quarter of fiscal 2027, Ooma expects:

•

Total revenue in the range of $83.7 million to $84.5 million.

•

GAAP net income in the range of $3.1 million to $3.5 million and GAAP net income per share in the range of $0.11 to $0.12.

•

Non-GAAP net income in the range of $9.8 million to $10.2 million, and non-GAAP net income per share in the range of $0.34 to $0.35.

For the full fiscal year 2027, Ooma expects:

•

Total revenue in the range of $332.0 million to $333.5 million.

•

GAAP net income in the range of $11.9 million to $12.7 million, and GAAP net income per share in the range of $0.42 to $0.45.

•

Non-GAAP net income in the range of $39.5 million to $40.3 million, and non-GAAP net income per share in the range of $1.35 to $1.38.

The following is a reconciliation of GAAP net income to non-GAAP net income and GAAP diluted net income per share to non-GAAP diluted net income per share guidance for the third fiscal quarter ending October 31, 2026 and the fiscal year ending January 31, 2027 (in millions, except per share data):

Projected range

Three Months Ending

Fiscal Year Ending

October 31, 2026

January 31, 2027

(unaudited)

GAAP net income

$3.1-$3.5

$11.9-$12.7

Stock-based compensation and related taxes

3.7

14.7

Amortization of intangible assets

3.0

12.1

Restructuring costs

—

0.8

Non-GAAP net income

$9.8-$10.2

$39.5-$40.3

GAAP net income per share

$0.11-$0.12

$0.42-$0.45

Stock-based compensation and related taxes

0.13

0.49

Amortization of intangible assets

0.10

0.41

Restructuring costs

—

0.03

Non-GAAP net income per share

$0.34-$0.35

$1.35-$1.38

Weighted-average number of shares used in per share amounts:

Basic

27.7

Diluted

29.1

29.2

Conference Call Information:

The company will host a conference call and live webcast for analysts and investors at 5:00 p.m., Eastern time on August 26, 2026. The news release with the financial results will be accessible from the company's website prior to the conference call.

To access the call by phone, please visit https://register-conf.media-server.com/register/BI9a252eb992634fa88bdb3ab648b4402e to register and receive the dial-in details. To avoid delays, Ooma encourages participants to dial into the conference call ten minutes ahead of the scheduled start time.

For webcast listening, please visit Ooma’s Events & Presentations page https://investors.ooma.com/news-events/events-presentation for a link.

Following the call, an archived version of the webcast will be available on the Ooma investor relations site at https://investors.ooma.com for 12 months.

Non-GAAP Financial Measures

In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release and the accompanying tables contain certain non-GAAP financial measures, including: non-GAAP net income, non-GAAP net income per share, non-GAAP gross profit and gross margin, non-GAAP operating income, and Adjusted EBITDA. Adjusted EBITDA represents net income before interest and other expense (income), income taxes, depreciation and amortization of capital expenditures, amortization of intangible assets, stock-based compensation and related taxes, litigation costs and restructuring costs.

Other non-GAAP financial measures exclude stock-based compensation expense and related taxes, amortization of intangible assets, certain non-recurring gains and charges, such as litigation costs and restructuring costs. Non-GAAP weighted-average diluted shares include the effect of potentially dilutive securities from the company’s stock-based benefit plans.

These non-GAAP financial measures are presented to provide investors with additional information regarding our financial results and core business operations. Ooma considers these non-GAAP financial measures to be useful measures of the operating performance of the company, because they contain adjustments for unusual events or factors that do not directly affect what management considers to be Ooma's core operating performance and are used by the company's management for that purpose. Management also believes that these non-GAAP financial measures allow for a better evaluation of the company's performance by facilitating a meaningful comparison of the company's core operating results in a given period

to those in prior and future periods. In addition, investors often use similar measures to evaluate the operating performance of a company.

Non-GAAP financial measures are presented for supplemental informational purposes only to aid an understanding of the company's operating results. The non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and may be different from non-GAAP financial measures presented by other companies. A limitation of the non-GAAP financial measures presented is that the adjustments relate to items that the company generally expects to continue to recognize. The adjustment of these items should not be construed as an inference that the adjusted gains or expenses are unusual, infrequent or non-recurring. Therefore, both GAAP financial measures of Ooma's financial performance and the respective non-GAAP measures should be considered together. Please see the reconciliation of non-GAAP financial measures to the most directly comparable GAAP measure in the tables below.

Disclosure Information

Ooma uses the investor relations section on its website as a means of complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor Ooma's investor relations website in addition to following Ooma's press releases, Securities and Exchange Commission (“SEC”) filings, and public conference calls and webcasts.

Legal Notice Regarding Forward-Looking Statements

This press release contains forward-looking statements under the Private Securities Litigation Reform Act of 1995. In particular, the financial projections under “Business Outlook” and the statements contained in the quotations of our Chief Executive Officer may constitute forward-looking statements. Forward-looking statements can be identified by the fact that they do not relate strictly to historical facts and generally contain words such as "believes”, "expects”, "may”, "will”, "should”, "seeks”, "approximately”, "intends”, "plans”, "estimates”, "anticipates”, and other expressions that are predictions of or indicate future events. Although the forward-looking statements contained in this press release are based upon information available at the time the statements are made and reflect management's good faith beliefs, forward-looking statements inherently involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements to differ materially from anticipated future results. Important factors that could cause actual results to differ materially from expectations include, among others: our inability to attract new customers on a cost-effective basis; our inability to retain customers; failure to realize AirDial opportunities; intense competition; loss of key retailers and reseller partnerships; market acceptance of new products and services; our inability to realize expected returns from our investments made in connection with our international operations and development of new product features; our inability to successfully integrate and achieve expected benefits from acquisitions; our reliance on vendors to manufacture the on-premise appliances and end-point devices we sell; our reliance on third parties for our network connectivity and co-location facilities; our reliance on third parties for some of our software development, quality assurance and operations; our reliance on third parties to provide the majority of our customer service and support representatives; and interruptions to our service. You should not place undue reliance on these forward-looking statements, which speak only as of the date hereof. We do not undertake to update or revise any forward-looking statements after they are made, whether as a result of new information, future events, or otherwise, except as required by applicable law.

The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in our filings which we make with the SEC from time to time, including the risk factors contained in our Quarterly Report on Form 10-Q for the quarter ended April 30, 2026, filed with the SEC on June 5, 2026. The forward-looking statements in this press release are based on information available to Ooma as of the date hereof, and Ooma disclaims any obligation to update any forward-looking statements, except as required by law.

About Ooma, Inc.

Ooma (NYSE: OOMA) delivers phone, messaging, video and advanced communications services that are easy to implement and provide great value. Founded in 2003, the company offers Ooma Office for small to medium-sized businesses seeking enterprise-grade features designed for their needs; Ooma AirDial for any business looking to replace aging and increasingly expensive copper phone lines; Ooma 2600Hz for businesses that provide their own communications solutions built on an outsourced underlying platform; and Ooma Telo for residential consumers who value a landline experience at a more affordable price point. Ooma’s award-winning solutions power more than 2 million users today. Learn more at www.ooma.com in the United States or www.ooma.ca in Canada.

INVESTOR CONTACT:

Matthew S. Robison

Director of IR and Corporate Development

Ooma, Inc.

ir@ooma.com

(650) 300-1480

MEDIA CONTACT:

Jim Gustke

Senior Vice President, Marketing

Ooma, Inc.

press@ooma.com

OOMA, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, amounts in thousands)

July 31,

January 31,

2026

Assets

Current assets:

Cash and cash equivalents

17,532

20,144

Accounts receivable, net

11,365

11,833

Inventories

21,355

16,172

Other current assets

19,044

18,590

Total current assets

69,296

66,739

Property and equipment, net

14,406

13,330

Operating lease right-of-use assets

13,296

14,198

Intangible assets, net

56,294

62,478

Goodwill

50,427

49,827

Other assets

22,704

20,965

Total assets

226,423

227,537

Liabilities and stockholders' equity

Current liabilities:

Accounts payable

11,125

8,275

Accrued expenses and other current liabilities

42,023

39,292

Current portion of debt, net

1,373

6,373

Deferred revenue

18,104

17,787

Total current liabilities

72,625

71,727

Long-term operating lease liabilities

9,940

10,988

Debt, net of current portion

45,077

51,514

Other liabilities

396

392

Total liabilities

128,038

134,621

Stockholders' equity:

Common stock

Additional paid-in capital

226,514

226,631

Accumulated deficit

(128,134

)

(133,720

)

Total stockholders' equity

98,385

92,916

Total liabilities and stockholders' equity

226,423

227,537

OOMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, amounts in thousands, except share and per share data)

Three Months Ended

Six Months Ended

July 31,

2026

July 31,

2025

July 31,

2026

July 31,

2025

Revenue:

Subscription and services

75,579

61,139

150,173

121,398

Product and other

7,649

5,225

14,204

9,995

Total revenue

83,228

66,364

164,377

131,393

Cost of revenue:

Subscription and services

22,659

18,428

44,515

36,489

Product and other

9,581

7,706

18,204

14,465

Total cost of revenue

32,240

26,134

62,719

50,954

Gross profit

50,988

40,230

101,658

80,439

Operating expenses:

Sales and marketing

22,425

19,122

44,691

38,877

Research and development

15,468

12,495

30,498

24,937

General and administrative

9,105

7,697

18,971

15,766

Total operating expenses

46,998

39,314

94,160

79,580

Income from operations

3,990

916

7,498

859

Interest and other (expense) income, net

(831

)

221

(1,601

)

384

Income before income taxes

3,159

1,137

5,897

1,243

Income tax (provision) benefit

(155

)

118

(311

)

(129

)

Net income

3,004

1,255

5,586

1,114

Net income per share of common stock:

Basic

0.11

0.05

0.20

0.04

Diluted

0.10

0.04

0.20

0.04

Weighted-average shares of common stock outstanding:

Basic

27,551,160

27,595,209

27,523,689

27,521,797

Diluted

28,877,764

28,125,304

28,561,815

28,224,710

OOMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, amounts in thousands)

Three Months Ended

Six Months Ended

July 31,

2026

July 31,

2025

July 31,

2026

July 31,

2025

Cash flows from operating activities:

Net income

3,004

1,255

5,586

1,114

Adjustments to reconcile net income to net cash provided by operating activities:

Stock-based compensation expense

3,665

3,635

7,164

7,571

Depreciation and amortization of capital expenditures

1,287

1,048

2,464

1,992

Amortization of intangible assets

3,022

1,406

6,184

2,812

Amortization of operating lease right-of-use assets

888

802

1,757

1,594

Other

Changes in operating assets and liabilities:

Accounts receivable, net

978

(449

)

468

(575

)

Inventories and deferred inventory costs

(3,409

)

(609

)

(5,237

)

(1,654

)

Prepaid expenses and other assets

(308

)

(1,033

)

(2,496

)

218

Accounts payable, accrued expenses and other liabilities

2,922

(1,110

)

3,221

(3,831

)

Deferred revenue

1,013

1,377

321

746

Net cash provided by operating activities

13,094

6,361

19,495

10,064

Cash flows from investing activities:

Capital expenditures

(2,291

)

(1,312

)

(3,762

)

(2,535

)

Business acquisition, working capital adjustments

—

436

—

Net cash used in investing activities

(2,212

)

(1,312

)

(3,326

)

(2,535

)

Cash flows from financing activities:

Shares repurchased for tax withholdings on vesting of restricted stock units

(1,936

)

(1,283

)

(3,292

)

(2,731

)

Payments for repurchases of common stock

(2,452

)

(3,196

)

(5,706

)

(5,399

)

Proceeds from issuance of common stock

376

—

1,717

2,288

Repayments of debt

(6,500

)

—

(11,500

)

—

Net cash used in financing activities

(10,512

)

(4,479

)

(18,781

)

(5,842

)

Net increase (decrease) in cash and cash equivalents

370

570

(2,612

)

1,687

Cash and cash equivalents, at beginning of period

17,162

18,988

20,144

17,871

Cash and cash equivalents, at end of period

17,532

19,558

17,532

19,558

OOMA, INC.

Reconciliation of Non-GAAP Financial Measures

(Unaudited, amounts in thousands, except percentages, share and per share data)

Three Months Ended

Six Months Ended

July 31,

2026

July 31,

2025

July 31,

2026

July 31,

2025

Revenue

83,228

66,364

164,377

131,393

GAAP gross profit

50,988

40,230

101,658

80,439

Stock-based compensation and related taxes

229

228

452

472

Amortization of intangible assets

1,052

708

2,104

1,416

Restructuring costs

—

Non-GAAP gross profit

52,269

41,166

104,300

82,327

Gross margin on a GAAP basis

Gross margin on a Non-GAAP basis

GAAP operating income

3,990

916

7,498

859

Stock-based compensation and related taxes

3,763

3,708

7,381

7,776

Amortization of intangible assets

3,022

1,406

6,184

2,812

Restructuring costs

382

—

759

—

Litigation costs

—

390

Non-GAAP operating income

11,157

6,113

21,822

11,837

GAAP net income

3,004

1,255

5,586

1,114

Stock-based compensation and related taxes

3,763

3,708

7,381

7,776

Amortization of intangible assets

3,022

1,406

6,184

2,812

Restructuring costs

382

—

759

—

Litigation costs

—

390

Non-GAAP net income

10,171

6,452

19,910

12,092

GAAP diluted net income per share

0.10

0.04

0.20

0.04

Stock-based compensation and related taxes

0.13

0.26

0.28

Amortization of intangible assets

0.11

0.05

0.21

0.10

Restructuring costs

0.01

—

0.03

—

Litigation costs

—

0.01

—

0.01

Non-GAAP net income per diluted share

0.35

0.23

0.70

0.43

GAAP weighted-average basic shares

27,551,160

27,595,209

27,523,689

27,521,797

GAAP weighted-average diluted shares

28,877,764

28,125,304

28,561,815

28,224,710

Non-GAAP weighted-average diluted shares

28,877,764

28,125,304

28,561,815

28,224,710

GAAP net income

3,004

1,255

5,586

1,114

Reconciling items:

Interest and other expense (income), net

831

(221

)

1,601

(384

)

Income tax provision (benefit)

155

(118

)

311

129

Depreciation and amortization of capital expenditures

1,287

1,048

2,464

1,992

Amortization of intangible assets

3,022

1,406

6,184

2,812

Stock-based compensation and related taxes

3,763

3,708

7,381

7,776

Restructuring costs

382

—

759

—

Litigation costs

—

390

Adjusted EBITDA

12,444

7,161

24,286

13,829

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Code for the postal or zip code

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No definition available.

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- Definition

Name of the state or province.

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No definition available.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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- Definition

Two-character EDGAR code representing the state or country of incorporation.

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No definition available.

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Local phone number for entity.

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No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Name:

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Data Type:

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Balance Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

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No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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