Form 8-K

8-K — BLACKBERRY Ltd

Accession: 0001070235-26-000071

Filed: 2026-06-25

Period: 2026-06-25

CIK: 0001070235

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — bbry-20260625.htm (Primary)

EX-99.1 (q1fy27ex-991.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: bbry-20260625.htm · Sequence: 1

bbry-20260625

0001070235false00010702352026-06-252026-06-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

June 25, 2026

Date of Report (date of earliest event reported)

BlackBerry Limited

(Exact name of registrant as specified in its charter)

Canada

001-38232

98-0164408

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

2200 University Ave East

Waterloo

Ontario

Canada

N2K 0A7

(Address of Principal Executive Offices)

(Zip Code)

(519) 888-7465

Registrant's telephone number, including area code

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 Shares BB New York Stock Exchange

Common Shares BB Toronto 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 June 25, 2026, BlackBerry Limited (“BlackBerry”) issued a press release announcing its financial results for the quarter ended May 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information contained in this Form 8-K, including the exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be 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 June 25, 2026, issued by BlackBerry Limited

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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, thereunto duly authorized.

BlackBerry Limited

Date: June 25, 2026

By: /s/ Tim Foote

Name: Tim Foote

Title: Chief Financial Officer

EX-99.1

Filename: q1fy27ex-991.htm · Sequence: 2

Document

Exhibit 99.1

June 25, 2026

BlackBerry Reports First Quarter Fiscal Year 2027 Results

•Revenue increased 26% year-over-year to approximately $153 million

•Adjusted EBITDA grew 144% year-over-year; GAAP operating income increased year-over-year to approximately $15 million

•Both QNX and Secure Communications achieved Rule of 401 performance, contributing to BlackBerry’s fifth consecutive quarter of positive GAAP net income; Adjusted EPS exceeded expectations

•First fiscal quarter of positive operating cash flow in nine years, excluding the patent sale in FY24

Waterloo, Ontario - BlackBerry Limited (NYSE: BB; TSX: BB) today reported financial results for the three months ended May 31, 2026 (all figures in U.S. dollars and U.S. GAAP, except where otherwise indicated).

“Our first quarter results demonstrate continued momentum following our transformation, as we advance our strategy to drive profitable growth. We exceeded expectations for revenue, profitability, and cash generation through solid performance by our world class QNX and Secure Communications teams,” said John J. Giamatteo, CEO, BlackBerry. “We are particularly encouraged by the multi-year growth opportunities ahead in software-defined vehicles, including significant content expansion with the Alloy Kore platform, as well as broad opportunities in the general embedded market, especially physical AI. We believe these opportunities significantly enhance QNX’s long-term potential. While we remain early in the fiscal year, the foundation of the business is stronger than it has been in years, and we continue to focus on disciplined execution and creating long-term value for our shareholders.”

First Quarter Fiscal 2027 Financial Highlights

•Total company revenue of $152.9 million increased 26% year-over-year.

•Total company adjusted gross margin improved approximately 4 percentage points year-over-year to 78.6%; GAAP gross margin improved by approximately 4 percentage points year-over-year to 78.3%.

•Total company adjusted EBITDA increased by 144% year-over-year to $36.3 million; GAAP operating income improved by $13.3 million year-over-year to $15.3 million.

•QNX revenue increased 26% year-over-year to $72.3 million; QNX segment adjusted gross margin expanded by 5 percentage points year-over-year to 86%.

•QNX segment adjusted EBITDA increased 52% year-over-year to $19.3 million, representing a 27% margin.

•Secure Communications revenue increased by 24% year-over-year to $73.6 million; Secure Communications segment adjusted gross margin increased by 2 percentage points year-over-year to 72%.

•Secure Communications segment adjusted EBITDA increased 110% year-over-year to $20.2 million, representing a 27% margin.

•Secure Communications ARR remained stable at $220 million and DBNRR was 92%.

•Licensing revenue was $7.0 million; Licensing segment adjusted EBITDA was $6.2 million.

•Adjusted net income increased 135% year-over-year to $25.4 million; GAAP net income was positive for the fifth consecutive quarter at $8.5 million.

•Adjusted basic earnings per share was $0.04; GAAP basic earnings per share was $0.01.

•Operating cash flow was $4.6 million, marking BlackBerry’s first cash positive fiscal first quarter in nine years, when allowing for the sale of the non-core patent portfolio to Malikie in fiscal year 2024.

•Repurchased 2.6 million shares for $10.0 million during the quarter.

•Ended the first quarter with $422.9 million in cash and investments.

1 The company defines the Rule of 40 metric as the sum of its GAAP revenue year-over-year growth percentage and its non-GAAP adjusted EBITDA margin percentage. Where the sum equals or exceeds 40, then the Rule of 40 is considered to have been achieved.

Business Highlights & Strategic Announcements

•Expanded QNX’s collaboration with NVIDIA to advance safety-critical edge AI across robotics, medical, and industrial systems through the integration of QNX OS for Safety 8.0 with NVIDIA IGX Thor and the NVIDIA Halos Safety Stack.

•Released QNX Hypervisor 8.0 for Safety, further strengthening QNX’s position as a foundational software platform for software-defined vehicles, robotics, medical devices, and other safety critical applications.

•Leading Chinese electric vehicle company, Leapmotor, selected the QNX® Software Development Platform 8.0 and QNX® Hypervisor for Safety 8.0 to serve as the foundational software platform for its forthcoming premium electric SUV, the D19.

•Announced a collaboration with TKMS, one of the world's leading naval defence companies, for strategic collaboration in support of Canada's submarine program. TKMS will adopt QNX's trusted foundational software across its next‑generation naval platforms.

•Achieved FedRAMP Class D (High) re-certification for BlackBerry® AtHoc®.

•Announced a strategic partnership between BlackBerry Secure Communications and The IP Company to bring highly secure, certified communications capabilities to naval and military environments worldwide.

•Announced the renewal of its normal course issuer bid (“NCIB”) share buyback program for up to 26.8 million common shares.

Financial Outlook

BlackBerry is providing the following guidance for the second fiscal quarter ending August 31, 2026 and the fiscal year ending February 28, 2027.

Q2 FY27 FY27

Total BlackBerry revenue: $137 - $148 million $594 - $621 million

QNX revenue: $70 - $75 million $295 - $312 million

Secure Communications revenue: $57 - $63 million $270 - $280 million

Licensing revenue: Approximately $10 million Approximately $29 million

Total Company adjusted EBITDA: $20 - $30 million $119 - $139 million

QNX segment adjusted EBITDA: $16 - $21 million $74 - $86 million

Secure Communications segment adjusted EBITDA: $5 - $10 million $57 - $65 million

Licensing segment adjusted EBITDA: Approximately $9 million Approximately $25 million

Non-GAAP basic EPS2:

$0.03 – $0.04 $0.16 – $0.20

Operating cash flow Breakeven – $10 million Approximately $100 million

2 EPS guidance does not include the effect of any potential future share repurchases not yet completed as of the date of this release.

Use of Non-GAAP Financial Measures

The tables at the end of this press release include a reconciliation of the non-GAAP financial measures and non-GAAP financial ratios used by the Company to comparable U.S. GAAP measures and an explanation of why the Company uses them. The Company does not provide a reconciliation of expected Adjusted EBITDA and expected Non-GAAP basic EPS for the second quarter and full fiscal year 2027 to the most directly comparable expected GAAP measures because it is unable to predict with reasonable certainty, among other things, restructuring charges and impairment charges and, accordingly, a reconciliation is not available without unreasonable effort. These items are uncertain, depend on various factors, and could have a material impact on GAAP reported results for the guidance period. For more information on the non-GAAP financial measures, please refer to the tables at the end of this press release.

Conference Call and Webcast

A conference call and live webcast will be held today beginning at 8:00 a.m. ET, which can be accessed

using the following link (here) or through the Company’s investor webpage (BlackBerry.com/Investors) or by dialing toll free +1 (877) 883-0383 and entering Entry Number 1747488.

A replay of the conference call will be available at approximately one hour after the event using the same webcast link (here) or by dialing toll free +1 (855) 669-9658 and entering Replay Access Code 4857611.

About BlackBerry

BlackBerry (NYSE:BB) (TSX:BB) provides enterprises and governments the intelligent software and services that power the world around us. Based in Waterloo, Ontario, the company's high-performance foundational software enables major automakers and industrial giants alike to unlock transformative applications, drive new revenue streams and launch innovative business models, all without sacrificing safety, security, and reliability. With a deep heritage in Secure Communications, BlackBerry delivers operational resiliency with a comprehensive, highly secure, and extensively certified portfolio for mobile fortification, mission-critical communications, and critical events management.

For more information, visit BlackBerry.com and follow @BlackBerry.

Investor Contact:

BlackBerry Investor Relations

+1 (519) 888-7465

investorrelations@blackberry.com

Media Contact:

BlackBerry Media Relations

+1 (519) 597-7273

mediarelations@blackberry.com

###

This news release contains forward-looking statements within the meaning of certain securities laws, including under the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws, including statements regarding BlackBerry’s plans, strategies and objectives.

The words “expect”, “anticipate”, “estimate”, “may”, “will”, “should”, “could”, “intend”, “believe”, “target”, “plan” and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are based on estimates and assumptions made by BlackBerry in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that BlackBerry believes are appropriate in the circumstances, including but not limited to, BlackBerry’s expectations regarding its business, strategy, opportunities and prospects, the launch of new products and services, general economic conditions, competition, and BlackBerry’s expectations regarding its financial performance. Many factors could cause BlackBerry’s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, risks related to the following factors: BlackBerry’s ability to maintain or expand its customer base for its software and services offerings to grow revenue or achieve sustained profitability; the intense competition faced by BlackBerry; BlackBerry’s ability to enhance, develop, introduce or monetize its products and services in a timely manner with competitive pricing, features and performance; significant changes in government customer demand or procurement requirements; BlackBerry’s sales cycles and the time and expense of its sales efforts; the occurrence or perception of a breach of BlackBerry’s network cybersecurity measures, or an inappropriate disclosure of confidential or personal information; BlackBerry’s use of artificial intelligence technology and tools in its operations and in product development; adverse macroeconomic and geopolitical conditions, including trade policies and national security concerns; risks arising from a failure or perceived failure of the security features or functionality of BlackBerry’s solutions; litigation against BlackBerry; BlackBerry’s continuing ability to attract new personnel, retain existing key personnel and manage its staffing effectively; network disruptions or other business interruptions; BlackBerry’s ability to foster an ecosystem of third-party application developers; BlackBerry’s dependence in part on its relationships with resellers and channel partners; BlackBerry’s products and services being dependent upon interoperability with rapidly changing systems provided by third parties; failure to protect BlackBerry’s intellectual property and to earn expected revenues from intellectual property rights; BlackBerry’s use of open source software and its ability to obtain rights to use third-party software; BlackBerry potentially being found to have infringed on the intellectual property rights of others; BlackBerry’s indebtedness, which could impact its operating flexibility and financial condition; the asset risk faced by BlackBerry, including the potential for charges related to its long-lived assets and goodwill; tax provision changes, the adoption of new tax legislation or exposure to additional tax liabilities; the use and management of user data and personal information; government regulations applicable to BlackBerry’s products and services, including products containing encryption capabilities; environmental, social and governance expectations and standards; the failure of BlackBerry’s suppliers, subcontractors, channel partners and representatives to use acceptable ethical business practices or comply with applicable laws; potential impacts of acquisitions, divestitures and other business initiatives; risks associated with foreign operations, including fluctuations in foreign currencies; environmental events; the fluctuation of BlackBerry’s quarterly revenue and operating results; and the volatility of the market price of BlackBerry’s common shares.

These risk factors and others relating to BlackBerry are discussed in greater detail in BlackBerry’s Annual Report on Form 10-K and the “Cautionary Note Regarding Forward-Looking Statements” section of BlackBerry’s MD&A (copies of which filings may be obtained at www.sedarplus.ca or www.sec.gov). All of these factors should be considered carefully, and readers should not place undue reliance on BlackBerry’s forward-looking statements. Any statements that are forward-looking statements are intended to enable BlackBerry’s shareholders to view the anticipated performance and prospects of BlackBerry from management’s perspective at the time such statements are made, and they are subject to the risks that are inherent in all forward-looking statements, as described above, as well as difficulties in forecasting BlackBerry’s financial results and performance for future periods, particularly over longer periods, given changes in technology and BlackBerry’s business strategy, evolving industry standards, intense competition and short product life cycles that characterize the industries in which

BlackBerry operates. Any forward-looking statements are made only as of today and BlackBerry has no intention and undertakes no obligation to update or revise any of them, except as required by law.

BlackBerry Limited

Incorporated under the Laws of Ontario

(United States dollars, in millions except share and per share amounts)

Consolidated Statements of Operations

Three Months Ended

May 31, 2026 May 31, 2025

Revenue $ 152.9 $ 121.7

Cost of sales 33.2 31.4

Gross margin 119.7 90.3

Gross margin % 78.3 % 74.2 %

Operating expenses

Research and development 33.0 25.0

Sales and marketing 29.5 28.7

General and administrative 39.3 30.5

Amortization 2.5 4.0

Impairment of long-lived assets 0.1 0.1

104.4 88.3

Operating income 15.3 2.0

Investment income, net 1.1 2.9

Income before income tax 16.4 4.9

Provision for income taxes 7.9 3.0

Net income $ 8.5 $ 1.9

Earnings per share

Basic $ 0.01 $ 0.00

Diluted $ 0.01 $ 0.00

Weighted-average number of common shares outstanding (000s)

Basic 586,741 596,300

Diluted 593,193 600,831

Total common shares outstanding (000s) 586,061 594,529

BlackBerry Limited

Incorporated under the Laws of Ontario

(United States dollars, in millions)

Consolidated Balance Sheets

As at

May 31, 2026 February 28, 2026

Assets

Current

Cash and cash equivalents $ 256.8 $ 274.7

Short-term investments 94.1 85.2

Accounts receivable, net of allowance of $3.6 and $3.4, respectively 160.6 156.0

Other receivables 5.5 7.5

Income taxes receivable 2.5 2.6

Other current assets 40.9 42.2

560.4 568.2

Restricted cash and cash equivalents 14.2 14.2

Long-term investments 57.8 58.3

Other long-term assets 53.8 56.3

Operating lease right-of-use assets, net 23.8 16.7

Property, plant and equipment, net 13.1 12.3

Intangible assets, net 39.2 40.1

Goodwill 478.4 479.1

$ 1,240.7 $ 1,245.2

Liabilities

Current

Accounts payable $ 16.3 $ 5.5

Accrued liabilities 99.0 111.7

Income taxes payable 18.3 12.4

Deferred revenue, current 121.5 138.5

255.1 268.1

Deferred revenue, non-current 12.4 14.1

Operating lease liabilities 24.3 18.8

Other long-term liabilities 1.4 1.7

Long-term notes 196.8 196.5

490.0 499.2

Shareholders’ equity

Capital stock and additional paid-in capital 2,919.3 2,924.4

Deficit (2,155.8) (2,167.2)

Accumulated other comprehensive loss (12.8) (11.2)

750.7 746.0

$ 1,240.7 $ 1,245.2

BlackBerry Limited

Incorporated under the Laws of Ontario

(United States dollars, in millions)

Consolidated Statements of Cash Flows

Three Months Ended

May 31, 2026 May 31, 2025

Cash flows from operating activities

Net income $ 8.5 $ 1.9

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Amortization 4.1 5.7

Stock-based compensation 6.5 5.7

Operating leases 1.0 (1.6)

Other 1.0 (0.6)

Net changes in working capital items

Accounts receivable, net of allowance (4.6) 43.8

Other receivables 2.0 (3.3)

Income taxes receivable 0.1 (0.1)

Other assets 3.0 17.0

Accounts payable 11.0 (25.9)

Accrued liabilities (15.2) (41.7)

Income taxes payable 5.9 3.1

Deferred revenue (18.7) (22.0)

Net cash provided by (used in) operating activities 4.6 (18.0)

Cash flows from investing activities

Proceeds on sale, maturity or distribution from long-term investments — 0.1

Acquisition of property, plant and equipment (2.9) (0.9)

Acquisition of intangible assets (1.6) (1.2)

Acquisition of short-term investments (70.4) (21.7)

Proceeds on sale or maturity of short-term investments 61.4 62.2

Net cash provided by (used in) investing activities (13.5) 38.5

Cash flows from financing activities

Issuance of common shares 1.3 1.2

Common shares repurchased (10.0) (10.0)

Net cash used in financing activities (8.7) (8.8)

Effect of foreign exchange gain (loss) on cash, cash equivalents, restricted cash, and restricted cash equivalents (0.3) 0.5

Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents during the period (17.9) 12.2

Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of period 288.9 280.3

Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of period $ 271.0 $ 292.5

As at May 31, 2026 February 28, 2026

Cash and cash equivalents $ 256.8 $ 274.7

Restricted cash and cash equivalents 14.2 14.2

Short-term investments 94.1 85.2

Long-term investments 57.8 58.3

$ 422.9 $ 432.4

Reconciliations of the Company’s Segment Results and Segment Adjusted EBITDA to the Consolidated Results

The following table shows information by operating segments for the three months ended May 31, 2026 and May 31, 2025. The Company reports segment information in accordance with U.S. GAAP, pursuant to the Financial Accounting Standards Board’s Accounting Standard Codification Topic 280, Segment Reporting, based on the “management” approach. The management approach designates the internal reporting used by the Chief Operating Decision Maker (“CODM”) for making decisions and assessing performance of the Company’s reportable operating segments. The measure of segment profit or loss disclosed by the Company in the Consolidated Financial Statements under the “management” approach in reviewing the results of the Company’s operating segments is segment adjusted gross margin. Additionally, the following tables include the additional measures of segment profit or loss used by the CODM which is segment adjusted EBITDA, a non-GAAP financial measure, which excludes amounts related to investment income, taxes, amortization, restructuring charges, stock compensation expenses and long-lived asset impairment charge. For the three months ended May 31, 2026, the Company presented segment adjusted EBITDA results excluding amortization in segment research and development, segment sales and marketing and segment general and administrative to align to the operating expense presentation on the Consolidated Statement of Operations. For purposes of comparability, the Company’s segment adjusted EBITDA for the three months ended May 31, 2025 has been updated to conform to the current year’s presentation. See Note 10 to the Consolidated Financial Statements for a description of the Company’s operating segments.

For the Three Months Ended

(in millions)

QNX Secure Communications Licensing

May 31, Change May 31, Change May 31, Change

2026 2025 2026 2025 2026 2025

Segment revenue $ 72.3 $ 57.5 $ 14.8 $ 73.6 $ 59.5 $ 14.1 $ 7.0 $ 4.7 $ 2.3

Segment cost of sales 10.4 11.2 (0.8) 20.8 18.1 2.7 1.5 1.6 (0.1)

Segment adjusted gross margin $ 61.9 $ 46.3 $ 15.6 $ 52.8 $ 41.4 $ 11.4 $ 5.5 $ 3.1 $ 2.4

Segment research and development 18.9 12.3 6.6 12.6 11.2 1.4 — — —

Segment sales and marketing 15.6 13.2 2.4 12.3 13.6 (1.3) — — —

Segment general and administrative 8.1 8.1 — 7.8 7.1 0.7 0.8 0.9 (0.1)

Less amortization included in segment cost of sales — — — 0.1 0.1 — 1.5 1.6 (0.1)

Segment adjusted EBITDA $ 19.3 $ 12.7 $ 6.6 $ 20.2 $ 9.6 $ 10.6 $ 6.2 $ 3.8 $ 2.4

Reconciliation of Non-GAAP Measures with the Nearest Comparable U.S. GAAP Measures

In the Company’s internal reports, management evaluates the performance of the Company’s business on a non-GAAP basis by excluding the impact of certain items from the Company’s U.S. GAAP financial results. The Company believes that these non-GAAP financial measures and non-GAAP ratios provide management, as well as readers of the Company’s financial statements, with a consistent basis for comparison across accounting periods and are useful in helping management and readers understand the Company’s operating results and underlying operational trends. Beginning with the fiscal quarter ended May 31, 2026, the Company has included deferred share units revaluation adjustment as a non-GAAP adjustment and has applied this adjustment to comparative period.

Readers are cautioned that adjusted gross margin, adjusted gross margin percentage, adjusted operating expenses, adjusted net income, adjusted earnings per share, adjusted research and development expense, adjusted sales and marketing expense, adjusted general and administrative expense, adjusted amortization expense, adjusted operating income, adjusted EBITDA, segment adjusted EBITDA, adjusted operating income margin percentage, adjusted EBITDA margin percentage and free cash flow (usage) and similar measures do not have any standardized meaning prescribed by U.S. GAAP and are therefore unlikely to be comparable to similarly titled measures reported by other companies.

Reconciliation of non-GAAP based measures with most directly comparable U.S. GAAP based measures for the three months ended May 31, 2026 and May 31, 2025

A reconciliation of the most directly comparable U.S. GAAP gross margin and gross margin percentage for the three months ended May 31, 2026 and May 31, 2025 to both adjusted gross margin and adjusted gross margin percentage are reflected in the table below:

For the Three Months Ended (in millions) May 31, 2026 May 31, 2025

Gross margin $ 119.7 $ 90.3

Stock compensation expense 0.5 0.5

Adjusted gross margin $ 120.2 $ 90.8

Gross margin % 78.3 % 74.2 %

Stock compensation expense 0.3 % 0.4 %

Adjusted gross margin % 78.6 % 74.6 %

Reconciliation of U.S. GAAP operating expenses for the three months ended May 31, 2026, and May 31, 2025 to adjusted operating expenses is reflected in the table below:

For the Three Months Ended (in millions) May 31, 2026 May 31, 2025

Operating expenses $ 104.4 $ 88.3

Restructuring charges 0.3 2.9

Stock compensation expense 6.0 5.2

Acquired intangibles amortization — 1.7

LLA impairment charge 0.1 0.1

Deferred share units revaluation adjustment 10.0 (1.5)

Adjusted operating expenses $ 88.0 $ 79.9

Reconciliation of U.S. GAAP net income and U.S. GAAP basic earnings per share for the three months ended May 31, 2026 and May 31, 2025 to adjusted net income and adjusted basic earnings per share is reflected in the table below:

For the Three Months Ended (in millions, except per share amounts) May 31, 2026 May 31, 2025

Basic earnings

per share Basic earnings per share

Net income $ 8.5 $ 0.01 $ 1.9 $ 0.00

Restructuring charges 0.3 2.9

Stock compensation expense 6.5 5.7

Acquired intangibles amortization — 1.7

LLA impairment charge 0.1 0.1

Deferred share units revaluation adjustment 10.0 (1.5)

Adjusted net income $ 25.4 $ 0.04 $ 10.8 $ 0.02

Reconciliation of U.S. GAAP research and development, sales and marketing, general and administrative, and amortization expense for the three months ended May 31, 2026 and May 31, 2025 to adjusted research and development, sales and marketing, general and administrative, and amortization expense is reflected in the table below:

For the Three Months Ended (in millions) May 31, 2026 May 31, 2025

Research and development $ 33.0 $ 25.0

Stock compensation expense 1.5 1.3

Adjusted research and development expense $ 31.5 $ 23.7

Sales and marketing $ 29.5 $ 28.7

Stock compensation expense 1.1 1.4

Adjusted sales and marketing expense $ 28.4 $ 27.3

General and administrative $ 39.3 $ 30.5

Restructuring charges 0.3 2.9

Stock compensation expense 3.4 2.5

Deferred share units revaluation adjustment 10.0 (1.5)

Adjusted general and administrative expense $ 25.6 $ 26.6

Amortization $ 2.5 $ 4.0

Acquired intangibles amortization — 1.7

Adjusted amortization expense $ 2.5 $ 2.3

Reconciliation of U.S GAAP operating income to adjusted operating income, adjusted EBITDA, adjusted operating income margin percentage and adjusted EBITDA margin percentage for the three months ended May 31, 2026 and May 31, 2025 is reflected in the table below.

For the Three Months Ended (in millions) May 31, 2026 May 31, 2025

Operating income $ 15.3 $ 2.0

Non-GAAP adjustments to operating income

Restructuring charges 0.3 2.9

Stock compensation expense 6.5 5.7

Acquired intangibles amortization — 1.7

LLA impairment charge 0.1 0.1

Deferred share units revaluation adjustment 10.0 (1.5)

Total non-GAAP adjustments to operating income 16.9 8.9

Adjusted operating income 32.2 10.9

Amortization 4.1 5.7

Acquired intangibles amortization — (1.7)

Adjusted EBITDA $ 36.3 $ 14.9

Revenue $ 152.9 $ 121.7

Adjusted operating income margin % (1)

21 % 9 %

Adjusted EBITDA margin % (2)

24 % 12 %

______________________________

(1) Adjusted operating income margin % is calculated by dividing adjusted operating income by revenue.

(2) Adjusted EBITDA margin % is calculated by dividing adjusted EBITDA by revenue.

The CODM also uses the segment metric of segment adjusted EBITDA, which is a non-GAAP measure including segment expenses that exclude amounts related to investment income, taxes, amortization, restructuring charges, stock compensation expenses and long-lived asset impairment. The following table reconciles the U.S. GAAP measures of segment profit or loss disclosed by the Company in the Consolidated Financial Statements from segment adjusted gross margin to segment adjusted EBITDA for the three months ended May 31, 2026 and May 31, 2025.

For the Three Months Ended

(in millions)

QNX Secure Communications Licensing

May 31, May 31, May 31,

2026 2025 2026 2025 2026 2025

Segment adjusted gross margin $ 61.9 $ 46.3 $ 52.8 $ 41.4 $ 5.5 $ 3.1

Segment research and development 18.9 12.3 12.6 11.2 — —

Segment sales and marketing 15.6 13.2 12.3 13.6 — —

Segment general and administrative 8.1 8.1 7.8 7.1 0.8 0.9

Less amortization included in segment cost of sales — — 0.1 0.1 1.5 1.6

Segment adjusted EBITDA $ 19.3 $ 12.7 $ 20.2 $ 9.6 $ 6.2 $ 3.8

Free cash flow (usage)

The Company uses free cash flow (usage) when assessing its sources of liquidity, capital resources, and quality of earnings. The Company believes that free cash flow (usage) is helpful in understanding the Company’s capital requirements and provides an additional means to reflect the cash flow (usage) trends in the Company’s business.

Reconciliation of U.S. GAAP net cash provided by (used in) operating activities for the three months ended May 31, 2026 and May 31, 2025 to free cash flow (usage) is reflected in the table below:

For the Three Months Ended (in millions) May 31, 2026 May 31, 2025

Net cash provided by (used in) operating activities $ 4.6 $ (18.0)

Acquisition of property, plant and equipment (2.9) (0.9)

Free cash flow (usage) $ 1.7 $ (18.9)

Key Metrics

The Company regularly monitors a number of financial and operating metrics, including the following key metrics, in order to measure the Company’s current performance and estimated future performance. Readers are cautioned that Secure Communications annual recurring revenue (“ARR”) and Secure Communications dollar-based net retention rate (“DBNRR”) do not have any standardized meaning and are unlikely to be comparable to similarly titled measures reported by other companies.

Comparative breakdowns of certain key metrics for the three months ended or as at May 31, 2026 and May 31, 2025 are set forth below:

For the Three Months Ended (in millions) May 31, 2026 May 31, 2025 Change

Secure Communications Annual Recurring Revenue $ 220 $ 209 $ 11

Secure Communications Dollar-Based Net Retention Rate 92 % 92 % — %

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BlackBerry Limited

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2200 University Ave East

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